A New Life
by TVfan
Summary: Peter has managed to survive the crisis created by The Other and is now set to try pick up with the business of living. But an old foe has returned and joined with a new one to create some serious trouble for the webbed hero.
1. The Return of Tracer and the Hobgolin

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is currently "in progress" in the Spider-Man comics.

A New Life

By TVfan

**Chapter 1: The Return of Tracer and the Hobgoblin**

**New York**

Peter Parker, in his Spider-Man costume, swung high through the air over New York City; the only thing keeping him from falling to his death was a strand of organic webbing that he had shot out from his wrist. He knew he should probably be focused on making sure there was no criminal activity going on the streets below, but he felt unusually exuberant today and was simply having a little fun.

"And why can't I have fun?" Peter wondered to himself, "I'm alive. I'm healthy. I've got a beautiful wife. We live in a nice apartment, of course it's owned by the Avengers and Tony Stark, and when I'm too old to 'assemble' I'll have to leave, but it's mine for now."

As he reached the point where he would need to shoot out a new webline to continue his standard method of travel, he simply let go of the strand he was holding and let his momentum carry him high into the air. He landed acrobatically on the roof a nearby apartment building and looked out over the city, simply enjoying the fact that he was alive.

"It's a great day to be me," Peter commented to himself.

He was brought out of his 'daydream' by the sound of someone screaming in the alley below him. Shaking his head he looked down into the alley to see some thug with a ski mask and a knife trying to rob a woman.

"Why would this guy be trying this in broad daylight?" Peter mumbled to himself as he leaped down to do the responsible thing.

He landed lightly behind the crook, who appeared not to notice him. The woman looked exceedingly nervous, but Peter assumed that was because the guy was holding a knife to her throat, although, his appearance probably didn't help. There weren't all that many people who liked Spider-Man. Peter decided to start things off by tapping the thug's shoulder. The thug turned to see Spider-Man's red webbed mask with two large white eye pieces.

"Hi there," Peter said casually, "I don't suppose you have a license for what you're doing?"

"You ain't taken me, Spider-Man!" the thug growled, and forgetting about the woman, slashed his knife at Spider-Man.

Warned by his spider-sense, Peter bent backwards, like he was in a limbo contest, and avoided being hit with the blade. Then flipping backwards, using his hands for support used his spider powers to grab the crook, much the same way he would climb up a wall, and threw him against the building opposite the woman. When Peter was back on his feet again, he saw that the crook had fallen unconscious. Peter then turned back to the woman who was still cowering by the other building.

"You okay, ma'am?" Peter asked in a calm voice, trying to reassure her that everything was fine.

"I'm fine," the woman answered, "You're not going to rob me now, are you?"

"No," Peter answered, "I prevent people from being robbed. They wouldn't let me keep my tights if I didn't."

"Uh, thanks then," the woman shrugged then quickly continued on her way.

She left Peter standing in the deserted alley with the unconscious criminal. Although considering the sheer joy that the felt about being alive, he wasn't too concerned with it. He quickly webbed up the crook, and left him dangling upside-down from a fire escape and quickly resumed his webslinging. Although, by now he felt he had done more then enough for the day and had decided to return to the Avengers tower.

**JFK** **International Airport**

A lone man in a heavy trench coat and a large hat, obscuring anyone's view of his face calmly walked out of the terminal and began to make his way out of the airport. No one bothered him and was able to make a quick exit from the building. He found a small teen holding up a sign that said 'Kingsley' on it. The man approached the teen.

"You can put that away, Ricky," Roderick Kingsley ordered, "I'm here."

"Good to see you boss," Ricky answered while folding up his sign.

"Good to be back," Kingsley answered, "but only because of the opportunity. I was very intrigued to hear about recent events going on here."

"Yes," Ricky nodded, "The Avengers broke up, machines went nuts, and Norman Osborn is no longer running Osborn Industries."

The last part made Kingsley smile, "Where is the Green menace?"

"No one knows, sir," Rick answered, "He was sent to jail for awhile, but he escaped and hasn't been seen since."

"We'll see him soon enough, I'm sure," Kingsley laughed, "But without him leading Osborn Industries, I can get much more power now. More then I ever imaged, and if the Avengers really have broken up, the Spider-Man will likely be my only real enemy."

"There are other super 'heroes' in New York, sir," Ricky pointed out.

"Pushovers!" Kingsley laughed, "The Fantastic Four spend half their time fighting Galactus and the other half Doctor Doom. The X-Men are worried about Magneto and Apocalypse and the 'Friends of Humanity'. Daredevil isn't in my league. The Avengers and Spider-Man were my only real adversaries before, and you've told me that half of that equation is gone. Now, there's only Spider-Man."

"Will we be dealing with him directly?" Ricky asked.

Kingsley smiled, "Maybe we can play Osborn's game and get someone to fight him for us. Right now I want to cash in on the opportunity that exists right now, and I'll deal with Spider-Man when the situation arises."

"Yes, sir," Ricky answered.

**Avenger's Tower**

Peter slipped in through one of the main windows that lead directly into the living quarters where he and other Avengers lived. It was one of the things Peter liked about the new location, he no longer had to worry about someone seeing 'Spider-Man' enter 'Peter Parker's' home, because Spider-Man officially lived there as a member of the Avengers.

As he walked into the apartment that he and Mary Jane shared within the tower he found Mary Jane standing there, about to leave. The red-head chuckled as Peter came in.

"Enjoy yourself?" Mary Jane asked.

"I've had a great day so far," Peter announced as he took off his mask, gave his wife a hug and kiss on the check, "Not much was going on, but I got the enjoyment of being alive."

"I'm glad you had fun," Mary Jane smiled back.

"So where are you off to?" Peter asked as he began putting on more 'civilian' clothing.

"I have a rehearsal in about half an hour," Mary Jane answered, "so, I got to hurry. See you later."

"Sure," Peter nodded as Mary Jane left.

Mary Jane sighed slightly as she left the apartment and began to make her way to the elevators. Life seemed to be getting back to normal after the whole deal with Morlun coming back from the dead. She was practically heartbroken when Peter admitted to her that he was 'dying' and it wasn't from the actions taken by some super villain, but from some unknown disease.

Morlun's return didn't help the situation and Peter's determination to fight the 'super-hero killing vampire' only saddened Mary Jane more. She had married Peter Parker and she never wanted him to die. She knew that she had also married Spider-Man at the same time as she married Peter Parker because of Peter's secret identity and she knew that he had to risk his life to protect New York, but that didn't stop her from worrying.

The fact that Peter emerged from the whole ordeal with Morlun and the disease not only victorious, but alive gave Mary Jane the same feelings of excitement that Peter felt. Her husband was still alive and looked like he would live a long and healthy life. What she didn't like was the fact that to celebrate the fact that he was alive, he went out to swing around the city to 'enjoy' life. Mary Jane didn't want him to quit being Spider-Man, and more often then not, she found herself persuading him to keep being Spider-Man, but there were times when she wished he would take a break, or not take such foolish risks while in costume. Even after joining the Avengers, Peter always seemed to find himself in a situation that was likely to get him hurt more then what would normally be expected from a superhero.

As Mary Jane walked out of the Avenger's building and hailed a cab her thoughts continued to dwell on the situation. Morlun's return and the disease had been a really close scare, and the disease itself was supposed to be fatal. And on top of this, he did all of this alone and by himself. If he died, he would die alone. She wished he had someone who would at least try to keep him out of trouble. But then she doubted that he would ever accept a 'sidekick'.

After paying the cab driver, she walked into the small off-Broadway theater for the day's rehearsal.

"Hey, MJ!" one of her co-actors called to her, "You okay? You look like you're a million miles away."

"Oh," Mary Jane snapped out of her thoughts, "I'm sorry, I just had some stuff on my mind."

"Anything you wanna talk about?" the co-actor asked.

"No thanks," Mary Jane answered, "I think it's best if I figure this out on my own."

The co-actor was about to say more when the director called out to start the rehearsal for the day.

**Elsewhere**

"Ricky, you better have a good excuse for leading me down here," Kingsley growled as the teen Rickly lead him through a series of underground tunnels.

"I do, I do," Rickey said quickly, "When you called from the Caribbean, you told me to establish a base here in Manhattan from which you could operate. Well, I couldn't afford any hotel, but I stumbled across this place to see if any of Osborn's old haunts were still available."

"Osborn had all of his underground weapons and goblin stores destroyed after he learned that I had robbed the first one," Kingsley pointed out, "What is this that you've come across?"

"A new base for you, sir," Ricky answered as he pressed his hand against a section of the stone wall that made up the tunnel they were in.

To Kingsley's surprise, another section of the tunnel wall opened allowing Ricky and himself to enter a rather large room that was filled with technologically advanced equipment. In the center of the room Ricky had placed much of the equipment Kingsley would need to take up the mantle of the Hobgoblin again. His glider, extra pumpkin bombs and other weapons were all there. Kingsley however was not very interested in this. He was more interested in the technological devices that made up the room.

"What Osborn would give to see a place like this!" Kingsley exclaimed, "How did you find this place?"

"I told you, sir," Ricky answered, "I had set out to find one of Osborn's old weapons caches. It was only by chance that I found this place."

"How did you find the secret door?" Kingsley asked curiously.

"I tripped and hit it by pure luck," Ricky answered, "I thought these tunnels were lit for maintenance crews and such, and didn't bring a flashlight."

Kingsley sighed and shrugged it off.

"You've done well anyway," Kingsley chuckled, "Not only can I cash in on the present opportunity to get more money and my company back, but with the technology here, I can gain even more!"

"Once we figure out how the technology works," Ricky pointed out.

"I intend to do that shortly," Kingsley smiled, "But I'm thinking I might as well make the announcement that I'm back."

"Announcement?" Ricky asked.

"Osborn got his hands on my company," Kingsley answered, "The first part of my goal is to get that company back. And with Osborn no longer running Osborn Industries, the current parent company, I no longer have to fear the Green Goblin guarding it. All I have to do is get the documents of ownership that Osborn took a while back. Osborn Industries can't get new documents made, because that would be forgery and with the papers I can take legal steps to take over the company again."

Ricky watched as Kingsley walked over toward the assembled goblin gear.

"The real problem is that Roderick Kingsley is a wanted man in New York," Kingsley continued, "So I can not walk into Osborn Industries and buy my company back. But the Hobgoblin can steal it back!"

**Osborn Industries**

Liz Allen stood quietly in what had been Norman Osborn's office for many years. It had been hers, briefly, after Harry's death and before Norman's return. It had been hard on her when Norman Osborn returned and claimed his company. She had been left unemployed and caring for her young son. Now that Norman had been imprisoned, she got the company back. However, this didn't end her problems. Norman had somehow escaped from prison, and she now feared that he would return to haunt her or take her son away.

To prevent this, Liz had done everything to increase security and kept her son as close to her as possible. Young 'Normie' seemed to enjoy things so far, but that wouldn't stop Liz's worrying. She was busy walking from her office to the office of one her main managers in the New York City facility when suddenly, skylight above her shattered in a violent explosion.

The explosion's shockwave knocked Liz to the ground and startled many of the other employees in the area. She looked up in fear that it was Norman Osborn in his costume come to claim his revenge. And to her, it might have been. The 'man' wore a caped hood over what looked like the traditional Green Goblin costume, but it was a faded yellow color instead of purple along with his mask, gloves and boots, and the chain-mail sections that covered his arms and legs were blue instead of green. His eyes were also red, as opposed to the Green Goblin's yellow. His glider was similar to the Green Goblin's however, even though it looked more demonic.

"Alright!" the Goblin announced, "Which sorry sap is in charge of this dump?"

Many of the other employees backed away until the Goblin's eyes fell on Liz as she was still trying to get out of the broken glass.

"So, it's you," the Goblin laughed, "Good to see that there's no discrimination here."

"What do you want Norman?" Liz demanded as she got up and back away.

"Norman?" the Goblin laughed, "You think I'm Norman Osborn?"

"Who else could be a Goblin?" Liz asked back.

"There's more then one," the Goblin sneered as he grabbed Liz by the front of her business jacket and lifted her into the air, "You're thinking about the Green Goblin. I am the HOBGOBLIN!"

"What do you want?" Liz asked, looking obviously afraid.

"Awhile back, your predecessor, in terms of owning this company, took over a company owned by Roderick Kingsley," the Hobgoblin explained slowly and in a frightening voice, "I want the documents of ownership. Where are they?"

"You work for Kingsley?" Liz asked.

"In a way," the Hobgoblin smiled, "Where are the documents of ownership?"

"In a filing room in the basement," Liz answered, "Norman's kept them locked up down there."

The Hobgoblin laughed and then threw Liz over his shoulder.

"Then that's where we're going," the Hobgoblin laughed and powered his glider forward in search of an elevator.

**Daily Bugle**

"This is the best you got?" J. Jonah Jameson asked as Peter handed him a few photographs of Spider-Man foiling a few minor robberies here and there throughout New York.

"I'm sorry JJ, but ever since this Morlun guy was beaten, there hasn't been all that much for Spidey to stop," Peter answered.

Peter's day after his little 'patrol' was spent by trying to keep up with the affairs of Peter Parker. Among them was bringing in some photos of Spider-Man to the Daily Bugle.

"They're crap, Parker," Jonah answered, "I expect better from you."

Jonah then pulled Peter close and whispered in his ear, "I know you discovered that Spider-Man's John, so I can trust you with this. I need you to get good photos to go along with my fine editorials. I can't have John looking bad because you took a bad photo, understand?"

"Of course Mr. Jameson," Peter nodded remembering back to a minor incident a while back when Jameson had put out a reward for anyone who discovered Spider-Man's secret identity.

Peter had cashed in on the opportunity by tricking Jonah into thinking his own son John was Spider-Man. As it turned out, Peter cashed in, in more ways then one. Jonah wouldn't reveal Spider-Man's identity so long as he thought Spider-Man was John Jameson, and on top of it, Jonah's daily editorial had changed from 'Spider-Man is guilty of every crime committed in New York' to 'Spider-Man is New York's greatest hero'. Peter liked that part especially.

Jonah was about to say more when his phone rang. The Daily Bugle's editor quickly picked it up and took the call.

"What?" Jonah yelled into the phone and then continued after a moment, "Where?... Osborn Industries?... Okay. Right."

He then put his phone and turned his attention back to Peter.

"Alright Parker, I'll give you one more chance," Jonah said firmly, "The Hobgoblin's apparently attacked Osborn Industries for some obscure reason. I'm sure Spider-Man's already on his way down there, so get your sorry butt in gear and get me some good photos!"

"Right," Peter nodded and he bolted out of Jonah's office and ran to get to some place where he could change back into costume.

Five minutes later, Peter, back in his Spider-Man costume, slipped out of a window and began webslinging as fast as he could towards the Osborn Industries building.

"How is the Hobgoblin back?" Peter thought as he went, "Kingsley left after he and Norman pretty much battled each other to a draw, so it couldn't be him. More importantly, why is the 'Hobgoblin' back? If it was Kingsley, I could understand. There would probably be some chance at wealth that he would want to cash in on, but he's out there somewhere. What would this new guy have to gain from all of this?"

**Osborn Industries**

The Hobgoblin shoved Liz out of the elevator as they arrived in the basement level. He couldn't restrain himself from laughing.

"Please don't hurt me," Liz begged.

"I don't intend to," the Hobgoblin answered, "If you do as you're told. I want the ownership documents for Kingsley's company. Now you're going to take me to them or else you're going to find life and death very painful."

Liz gulped and began walking down the corridor toward the safety vaults where most if not all of the most important business documents that Osborn Industries had was kept safe. Liz was greeted by a security guard as she rounded a corner to head to the vault.

"Good afternoon, Mrs. Osborn," the security guard greeted her, but then saw the Hobgoblin hovering behind her on his glider, "Mrs. Osborn, get down!"

The man didn't get a chance to even draw his weapon, as the Hobgoblin raised one hand and activated the nano-technology in his gloves to fire an electric blast at the guard. The guard quickly fell unconscious and slumped to the ground.

"It's in the safe behind him," Liz said before the Hobgoblin could demand for the Kingsley company ownership documents again.

"Thank you," the Hobgoblin laughed and backhanded the woman knocking her out.

The Hobgoblin then reached into his pouch and pulled out a pumpkin bomb. After arming the device, the villain threw the weapon at the hinges to vault's door. The resulting explosion created a massive crack in the wall around the giant metal door's frame. The Hobgoblin landed his glider right in front of the vault door and dismounted. Laughing, he kicked the massive metal door in. It fell down inside the vault with a resounding thud. The Hobgoblin then quietly walked in.

"Oh, Norman, what a heart attack you'll have when you learn about this!" the Hobgoblin laughed, "Your company attacked and one company that you had spent so long and so hard trying to take, taken from you!"

The Hobgoblin found it impossible to keep from laughing as he went from file to file, looking for the documents that represented the ownership documents to the company that he had owned previously. He quickly created a mountain of paperwork on the floor of the vault as he pulled folders out and tossed those that weren't what he was looking for on the ground. Finally, after emptying half of the filling cabinets in the vault, the Hobgoblin found what he was looking for.

"Ha!" the Hobgoblin exclaimed, "Found it!"

He then leaped back onto his glider and began to make is exit from the Osborn Industries building. He stopped as he came to Liz's unconscious form.

"Give my regards to Norman if you would," the Hobgoblin laughed and then continued on his way.

The Hobgoblin then continued on his way, laughing as he went. The elevator was waiting for him as he got back to the elevator that he had earlier come down on and began to head up back to the top floor to leave through the skylight. He found the top floor to be in greater chaos then he left it. No police had arrived yet, but security guards were running around like crazy, as if trying to find him. The Hobgoblin easily dealt with all of them with a few pumpkin bombs, knocking them all unconscious.

"Man this is much too easy," the Hobgoblin commented aloud as he piloted his glider through the whole in the skylight that he had created, "I was expecting to run into the Green Goblin nearby or some superhero, or at least decent security. Instead, I run into all this. This is way too easy."

His triumphant thoughts were interrupted by a new voice.

"Don't worry, it just got harder for you!" the voice yelled.

He looked down to see Spider-Man coming up from below him, using two strands of his webbing as a slingshot to propel the hero forward. Peter quickly managed to land a powerful kick on the Hobgoblin's chest, knocking him backward and off his glider. The Hobgoblin landed somewhat roughly on the roof a nearby building across the street from the Osborn Industries building. Peter landed acrobatically on the very edge of the building.

"So, Hobgoblin, what brings you back to my neck of the woods?" Peter asked, "I thought you'd called it quits after Norman beat you up."

"He didn't beat me up," the Hobgoblin growled back, "It was a draw. As for my presence here, you can call it a comeback tour."

The Hobgoblin then threw a series of pumpkin bombs at Peter, but he was easily able to dodge the attacks as his spider-sense warned him of the attack. He flipped over to land on his fit in the middle of the roof.

"Is that all you got?" Peter teased, "You know you can't hit me with those things when I have the room to dodge them. At least you should."

The Hobgoblin smiled and pulled a small remote out from his belt.

"Oh I know," the Hobgoblin laughed, "But you've apparently forgotten a lot about me!"

The Hobgoblin then pressed a button on the remote, and his glider suddenly changed its course and began to zero in on Spider-Man. After a few seconds several rockets appeared underneath its wings. The Hobgoblin then pressed another button and the glider fired its rockets at Spider-Man. Again, Peter was able to dodge the attack, but in dodging the rockets that the Hobgoblin launched at him, he walked right into a punch that the Hobgoblin delivered that sent him flying across the roof.

"Okay, I asked for that one," Peter mumbled to himself.

"I may have been gone for a while, Spider-Man, but I'm back now," the Hobgoblin laughed as he hopped back onto his glider, "And you know, I really ought to thank you. Your defeating Osborn and seeing that he lost Osborn Industries is part of the reason why I came back."

"I'll defeat you, too," Peter said in a determined voice and leaped at the Hobgoblin.

He managed to land a punch or two on his foe, but the Hobgoblin was prepared for the attack this time, and Peter was unable to knock him off of his glider. The Hobgoblin quickly pushed Peter away from him and hit him with an electric blast from his gloves. The blast knocked Peter back down to the roof of the building and the Hobgoblin quickly went higher into the air on his glider.

"I'd love to stay and continue beating the tar out of you, Spider-Man," the Hobgoblin called back, "But I'm a busy man with places to go and people to see."

"NO!" Peter yelled as he got up, but found it was already too late.

The Hobgoblin had escaped.

"Blast!" Peter cursed and punched a piece of a chimney that came out of the roof he was on.

**Under New York**

The Hobgoblin returned to his new base with a triumphant grin on his face. He found Ricky looking over several of the computer panels that he found in the base prior to bringing Kingsley down.

"How did it go, sir?" Ricky asked.

"Exactly as planned!" Kingsley smiled as he removed his mask and landed his glider, "The ownership documents to my company are mine again. I even ran into Spider-Man too! The webbed buffoon has apparently lost some of his touch in my absence."

Ricky nodded, not saying anything.

"What are you looking at?" Kingsley asked.

"I've been looking at the computer panels ever since you left, sir," Ricky answered, "I think I've figured out how it works."

"I knew I hired you for a reason," Kingsley smiled, "How does it work?"

"Most of it is surveillance equipment," Ricky explained as he moved over to several different sections of the computer consoles, "A few lead to some weapon's storage somewhere, and at least one is some sort of analysis tool of every hero on the planet."

"Interesting," Kingsley smiled, "I could know the strength and weakness to everyone and anyone who would oppose me. Is there anything else?"

Ricky looked over at another section of the computer panels and sighed.

"Well there's this one here," Ricky pointed out to a final panel on the end, "But I have no idea as to what it does."

"Test it out," Kingsley encouraged, "I'd like to know what all of this stuff does."

"Yes, sir," Ricky acknowledged and began fiddling with several of the buttons.

After a few moments several bright lights in the ceiling of the underground base went on making the base appear much brighter. A minute later a computerized voice sounded.

"Tracer program, activated," the voice announced.

"What the?" Kingsley demanded, "What is this 'Tracer' program?"

A voice from behind them gave Kingsley the answer he was looking for.

"That would be me," the voice announced.

**Avenger's Tower**

Peter returned in a rather frustrated mood. The Hobgoblin had completely ruined his day. He knew that the villain had stolen something from Osborn Industries, but he didn't know what, and almost as important he knew that whoever this Hobgoblin was, he was experienced and knew how to handle all of the equipment that went along with it. He ran into his Aunt May as she was walking through the hallways of the upper levels of the tower.

"Peter, are you alright?" Aunt May asked.

"Define 'alright'," Peter grumbled as he removed his mask.

"Something's troubling you," Aunt May commented, "Is there anything you need to talk about? Or anything you need help with?"

"I can talk if you want," Peter sighed, "But I don't need help. I'll get him eventually."

"Get who?" Aunt May asked.

"The Hobgoblin," Peter answered, "He stole something from Osborn Industries, and when I tried to stop him, I got my butt handed to me."

"I saw his attack on the news," Aunt May commented, "I didn't know you were there."

"Ever since I got JJ to believe that his son is Spider-Man, he's kept tabs on all of my usual enemies and has some sort of hotline of 'witnesses' that warn him of when one of them is attacking," Peter sighed, "I was just dropping off some of my pictures of Spider-Man's adventures since all that business with Morlun's return when one of his 'witnesses' called to tell him about the Hobgoblin's attack and told me to go to the scene and take pictures."

His Aunt's answer alerted Peter that he had told too much.

"Peter Parker!" Aunt May scolded, "You have your employer at the Bugle believing his son is Spider-Man!"

"He was offering a reward to anyone who discovered Spider-Man's identity," Peter answered, "I had to do something. People were getting killed trying to cash in on the reward."

"I suppose this is why the Fantastic Four's identities are publicly known," Aunt May commented.

"And why all their enemies know where they live," Peter answered back, "We weren't living here at the time and I didn't want some guy to come in and kill you or Mary Jane while I was gone."

"So you deceived your employer to think his son was your alter-ego?" Aunt May said firmly, "What happens when he discovers you lied? What about his son? Have you even thought about that?"

Peter sighed, "John Jameson was in on it with me."

"He knows WHO you are?" Aunt May gasped.

Peter sighed again, "No he and 'Spider-Man' were in on it. I officially cashed in, but as far as John knows, Spider-Man gave the photos to Peter Parker. As far as Jonah finding out, I don't intend for him to find out. This is one of those situations where a little lie can't hurt anything."

"I hope you're right, Peter," Aunt May answered, "Lying is a very BAD thing, no matter what the reason."

Peter nodded, since that was about all he could do.

"Do you know where this 'Hobgoblin' is now?" Aunt May asked.

"I don't know," Peter sighed, "But I'm sure I'll hear more from him soon."

**Under New York**

Kingsley and Ricky had turned to see a 'man' in what looked like a patchwork costume of metal and cloth. His eyes were covered by fairly strange looking sunglasses.

"Who the heck are you?" Kingsley demanded.

"I am Tracer, God of Robots," Tracer answered.

Kingsley and Ricky looked at each other while Tracer analyzed the two beings before him. The information of his analysis flashed across Tracer's optics.

They read: 'Subject: unknown… powers: unknown, but unlikely… chances of escape: 0. Subject: Roderick Kingsley, Alias: Hobgoblin… Powers: superhuman strength and reflexes. Also uses various pieces of technology to aid his endeavors… chances of escape: 20.

"What are you doing in my base?" Tracer asked.

"You're base?" Kingsley growled back.

"Yes," Tracer answered, "This facility was created for me by my loyal worshipers so that I may free them from human enslavement. What are you doing here?"

"I am intending to use this place as my own base of operations," Kingsley answered.

The information that flashed across Tracer's optics then read: chances of escape attempt: 0.

"I'm afraid you will have to leave or I will have to destroy you," Tracer warned.

"Why don't you leave!" Kingsley shouted as he pulled a pumpkin bomb from his pouch and threw it at Tracer.

The bomb hit Tracer in the chest and threw him back several feet. He slowly pulled himself up. The information flashing across his optics: fight initiated… chances of victory: 90. Tracer immediately got to his feet and lunged forward at Kingsley, landing a punch that threw him against the computer panels. Kingsley then fell to the ground at Tracer's feet.

"Ow," Kingsley grumbled.

"Before I kill you," Tracer announced, "I will take the opportunity to thank you for giving me the chance of getting some exercise before my upcoming rematch with Spider-Man."

Kingsley rolled away before Tracer could bring his foot down on him to crush his ribs. The strange robot's line had intrigued him.

"You want to fight Spider-Man?" Kingsley asked.

Tracer paused in his attack, "Yes, why do you ask?"

"Oh nothing," Kingsley shrugged as he got up, "It's just that he's an old foe of mine."

"Interesting," Tracer commented, "Whatever your line of thought is at the moment, it will not save you."

"I understand," Kingsley answered, "But I have another question."

"Go ahead," Tracer replied politely.

"I just got away from Spider-Man a little while ago," Kingsley began, "If you're the so called 'God of Robots', why is Spider-Man still alive?"

This caused Tracer to pause.

"Spider-Man is still alive?" Tracer asked.

"And kicking," Kingsley answered.

"It can't be," Tracer shook his head, "He was dying the last I saw of him."

"And when was that?" Kingsley asked.

"Right before he strangled me to death," Tracer answered.

"He strangled you to death?" Kingsley answered, "How are you supposed to be a god then if he killed you. Gods tend to immortal."

"I am," Tracer answered, "I am here, aren't I?"

"Yes, but if he 'killed' you before, you shouldn't be here," Kingsley pointed out, "Death tends to be permanent."

"It was not a 'death' in the sense that you are familiar with," Tracer answered, "I essentially let him win because he, himself, was dying at the time. I merely transferred myself to this shell and awaited my own reactivation. You've actually reactivated me a little earlier then I intended."

"You mentioned that Spider-Man was dying?" Kingsley asked.

"Yes," Tracer nodded, "I detected a rather dangerous disease of unknown origin and properties within his bloodstream. It was killing him."

"I gotta ask Spider-Man about that the next time I see him," Kingsley muttered under his breath, "This sounds too strange to be true."

"I am also curious about his survival," Tracer answered, "But I will learn more about that after I've dealt with you."

Kingsley backed away and kept a hand ready to grab another pumpkin bomb, but also saw an opportunity in facing this Tracer being.

"Say," Kingsley offered, "Since it appears that both of us are looking to really fight the same guy, why don't we work together. You could probably use my help since you couldn't beat him the last time you fought the wall-crawler."

"I let him win," Tracer shot back.

"Sure," Kingsley answered, "And he's alive and kicking today as a result. He beat you. I'm only here for a short while, really, and once I've gained what I set out to, I intend to leave."

"You are not taking up permanent residence in my throne room?" Tracer asked.

"No," Kingsley replied, "I'm here to regain a company that belonged to me a while back and make a little extra profit while I'm at it."

"And once you've completed that you will leave?" Tracer asked, beginning to formulate his own plans.

"Yes," Kingsley nodded, "I'll even give you a fruit basket as a parting gift."

"I do not require a 'parting gift', but if you wish to aide me in destroying Spider-Man and the Avengers, then your help would be most appreciated," Tracer said, "Provided you follow my lead."

Kingsley eyed Tracer for a few moments and decided that he could outsmart this robot easily reached out with his gloved hand to shake Tracer's.

"Deal," Kingsley answered.

"Deal," Tracer agreed.

"Um, you guys aren't fighting any more are you?" Ricky asked.

"No, I suppose not," Tracer responded, "Consider yourself lucky that you are part of this deal."

**To Be Continued…**


	2. Plots and Surprises

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is currently "in progress" in the Spider-Man comics.

A New Life

By TVfan

**Chapter 2: Plots and Surprises**

**Avengers** **Tower**

Peter calmly packed his Spider-Man gear inside a special compartment inside his briefcase and prepared to leave for Midtown High. He was still involved as a part time teacher, teaching science, and he was in a hurry to be there on time. The recent ordeal with Morlun and 'the other' had caused him to miss several days, and he had little 'vacation time left'.

"I'm going to have to let the Hobgoblin be for today," Peter mumbled quietly to himself.

Peter then patted a sleeping Mary Jane on the head and left the bedroom to grab a quick breakfast and then head off to work. He found Jarvis to be the only one else up.

"Good morning, sir," Jarvis greeted as Peter entered the kitchen, "Anything I can get for you this morning?"

"No thanks," Peter commented, as he quickly poured a cup of coffee into a travel mug and grabbing a donut out of the refrigerator, "I'm kind of in a hurry."

"I can see that," Jarvis commented.

"Have a good day, Jarv," Peter said as he left.

"Will do, sir," Jarvis answered.

About an hour later, Mary Jane woke up to find that she was the only one in bed. This didn't worry her, though. She knew that Peter had to teach school and she had some rehearsals later in the morning. She hoped that the day would be a normal day with as little trouble as possible.

**Under Manhattan**

"How are you able to do all this?" Kingsley asked as he marveled at some of the equipment that Tracer had in his base.

"As I said before," Tracer said in an arrogant voice, "I am the God of Robots."

Kingsley pressed a few buttons and a list of the Avengers, including past and present members that were still alive, came up on a screen and displayed their individual powers and abilities. It was if Kingsley were looking at a scientific examination of every superhero that ever lived.

"But this thing is able to see the strengths and weaknesses of every hero in existence," Kingsley commented, "No robot could know all of that."

"I can," Tracer smiled, "These heroes all have press coverage of some sort. Some are covered by newspapers, some by television. I've analyzed all of them through either the news sources or by secretly observing them."

Kingsley looked at Tracer and then at the computer he'd been marveling.

"But you're over there, and the computer is over here," Kingsley commented.

"The computer and I are one and the same," Tracer smiled and looked at the computer panel.

Kingsley watched in amazement as the list of known heroes changed to a list of known villains.

"Amazing," Kingsley said simply.

Tracer nodded, "Now enough with the marveling at my power. You have to accept or agree to follow any plan I have put forth that will see to the destruction of Spider-Man."

"That's because you've just talked about attacking him in broad daylight," Kingsley answered back, "Spider-Man is no fool and he's a tougher opponent then you think. Everyone that's fought him has underestimated him and end the end lost."

"Including yourself?" Tracer asked.

Kingsley growled, knowing that Tracer had him there.

"Yes," Kingsley growled, "And let's not forget that he beat you as well."

"I let him beat me," Tracer insisted.

Kingsley ignored him.

"Whatever," Kingsley sighed, "You still lost. Plus you've said that Spider-Man's gone and joined the Avengers. Even if he were easy to beat, the rest of the Avengers or the entire team in unison will not be easy to beat. Assaulting the Avengers's headquarters is a sure way to get us killed."

Tracer stood in silence, completely confident that he alone could defeat the Avengers or at least avoid them until he could get Spider-Man alone. The robot 'god' was only tolerating the man's presence because he felt that Kingsley would attract more attention and distract his foes.

"So what do you plan?" Tracer asked, "Since Spider-Man has beaten you multiple times, you obviously know better."

Kingsley cringed and considered trying to destroy the robot with a pumpkin bomb, but decided against it. He then pulled the ownership documents that he had taken from Osborn Industries which in a sense returned his company to him.

"You're the 'God' of robots right?" Kingsley laughed slightly, "Why don't you build an ARMY of worshipers?"

"I can easily do that already," Tracer said firmly, "Any mechanical device and anything that has a computer chip in it will gladly serve me to whatever means I see fit, but you have already 'overruled' that option because you didn't want your precious glider taken out of your control."

Kingsley sighed, "No, that's not what I mean. Do you see these papers?"

Tracer nodded.

"These are the papers that document the ownership of a company that I used to legally own," Kingsley explained, "I lost it to Osborn awhile back, but that's unimportant now."

"Yes," Tracer nodded, "You've already informed me of you scheme to gain more wealth, what does this company have to do with Spider-Man?"

"Osborn was big into weapons and robotics and all the neat stuff that goes boom!" Kingsley laughed, "What say my old and 'new' company builds an army of robots for you to control?"

"I would need to see to their design and insure their capabilities are sufficient," Tracer commented, finally beginning to grasp Kingsley's suggestions.

"I'm sure that's manageable," Kingsley replied, "I've got Ricky scouting the place out right now, to see if my presumptions about Osborn are right."

**Midtown High**

"Well, lookie who finally decided to show up," one of the main secretaries jeered Peter as he walked slowly through Midtown High's hallways towards the classroom that he taught in.

"Easy, Janet, easy," Peter groaned, "I'm here today."

"We ought to hold a celebration," Janet smirked evilly back, "Do you have any interest in teaching, or is it just too difficult for you youngsters to get up before noon?"

Peter looked down. His life as Spider-Man had really hurt his life as a teacher the most. There were times when his adventures as Spider-Man had cost him a day or two, and the recent return of Morlun had taken several in a row away. This had also left Peter on very thin ice with people who ran the school. There were almost times when he wished he was only 'Spider-Man's unofficial photographer'.

"I'm trying," Peter finally managed.

"You ought to try more at teaching then taking those pictures of Spider-Man," Janet smirked.

Peter gasped at her.

"What?" Janet asked, "I can't read the paper? Jameson always has Spider-Man on the cover of the Bugle, and right under the picture in fine print is 'photo: by Peter Parker'. See. I know you. You'll be fired by the end of the week!"

Peter stood in the hallway silently as he watched Janet walk triumphantly into the main office laughing as she went. Eventually he sighed and continued on to his own classroom. There wasn't much that he could do about secretaries like Janet anyway, and if the Principal or the Superintendent of the school wanted to speak with him, they would have called him.

As he arrived at his classroom, Peter discovered that a run in with Janet wasn't going to be the only shock of the day. Flash Thompson was sitting in his chair with a somewhat cocky grin on his face. Flash looked up as Peter walked in. Peter looked somewhat confused as Flash looked somewhat curious.

"Puny Parker?" Flash gasped, "Is that you?"

"What are you doing here Flash?" Peter asked, "As far as I know you should still be recovering from the 'accident'."

"The nurse was annoying," Flash grumbled, "And I've been given a clean bill of health."

"Ah-huh," Peter sighed, "What are you doing here?"

"Right now I'm sitting down," Flash chuckled, "I'm here to teach Physical Education and bring Midtown some victories in basketball and football. I would say baseball, too, but the Principal told me they cut the program."

"Flash is teaching?" Peter questioned himself in his mind before speaking again, "You do know this isn't the gym, right?"

"Yeah, I do," Flash answered, "It hasn't changed much since we went to school here, hasn't it?"

"I'm surprised you remember anything besides the football field," Peter commented somewhat humorously.

Flash glared at Peter for a moment.

"Look who grew a backbone after he left high school!" Flash laughed loudly, "Man, you have changed a lot! Where are those dorky glasses that you always wore, and have you been to a gym? You look as if you've gained some muscle! That can't be possible."

"You okay, Flash?" Peter asked.

"Perfectly fine," Flash answered.

"Do you remember anything after we graduated high school?" Peter asked.

"Joined the army for awhile," Flash commented, counting down on his fingers, "rejoined the civilians and couldn't get a job, got hired by Norman Osborn, got in an accident, got hired here. Freaky."

"Yeah, freaky," Peter commented, "Do you remember seeing me or Liz at all since high school?"

"Were you in the army?" Flash asked.

"No," Peter responded.

"Were you ever employed by Norman Osborn?" Flash asked again.

"No," Peter answered very firmly.

"No, I haven't seen you since high school," Flash then said, "Hey… you said Liz? Liz Allen? How's she doing? I haven't seen her since high school either?"

Peter sighed, "She's fine. She married a friend of mine from College, your former employer's son, actually, Harry Osborn. Currently she's taken over Norman's job."

Flash raised an eyebrow, "You had friends in college? Wow. So I guess it's Liz Osborn now, huh? Can I meet the 'Osborns' then? Since Harry's your friend?"

"Harry died a few years ago," Peter said softly, "And Liz has been pretty busy, but I'm sure if you give her a call, she'd be more then happy to talk to you."

"Cool," Flash commented.

Peter looked at the clock that hung over the door to the room for a moment and noticed that the school's students would begin arriving soon.

"Well, Flash," Peter commented, "As much as I'd like to sit here and go back of the 'old days' with you, I have a class to teach at eight. I need to get everything ready."

Flash then looked at clock himself and gasped.

"Oh man, you're right," Flash said, "I gotta get down to the gym and get everything ready. See ya at lunch."

Flash then got up and left the room with little more then a polite wave.

"There is something seriously wrong with you," Peter mumbled to himself as he set about getting things ready for the morning class.

**Tracer's Base**

Ricky was out of breath when he returned to the underground base that he had found a few weeks before. He found Tracer working at one of the large computers on something while Kingsley was busy with making sure that all his assorted 'goblin weaponry' was still well stocked. It was Tracer who noticed his return first.

"You've returned," Tracer commented as he looked up from the computer screen, "What is the status of Kingsley's company?"

"Uh… I can only report that to Kingsley, himself," Ricky stuttered in a nervous voice, "He's my boss."

"Tell him," Kingsley smiled as he approached the two, "Tracer's finally come to understand my plan, so he might as well know what the report is."

Tracer glanced back at Kingsley with a look on his face that made it clear that he was only allowing Kingsley to make the plans. Ricky meanwhile nervously watched the two exchange glances. Eventually Kingsley gave a wave of his hand to indicate that Ricky could make his report.

"I managed to get on the basic tour of the building," Ricky commented, "Everything appears to have been changed exactly as you predicted."

Kingsley grinned evilly from ear to ear, "Excellent."

Kingsley then pulled his mask out from his belt and pulled it over his face, quickly taking on the Hobgoblin persona. He then put the hood on over his head.

"Excellent indeed!" the Hobgoblin laughed and then turned to Tracer, "Are your designs ready, yet? I'm ready to begin the next phase of my plan!"

Tracer turned and pressed a button ejecting a disk from the disk from the computer he was working at earlier. He then handed the disk to the Hobgoblin.

"This disk contains the designs for the robots that will serve in the plan," Tracer commented, "All you need to do is place it in any computer once you've taken over the building, and the factory will begin manufacturing them on its own."

"I can't 'control' the building," the Hobgoblin answered, "I can blackmail and I can bully, but I can't remain there for long. What's to stop them from turning the computer off after awhile?"

"Relax," Tracer answered, "It's my disk and my program. It's a part of me. They won't be able to turn it off."

"Okay," the Hobgoblin sighed in a somewhat disbelieving tone and jumped on his glider and flew out of the base.

**Elsewhere**

Mary Jane had just finished her morning's rehearsal and was simply out for a walk to get some exercise. Her mind wasn't troubled with worries about Peter's actions as Spider-Man, although that was mostly because she knew he was trying to catch up with his life as 'Peter Parker' and was teaching today. One of the other heroes would have to deal with the crooks and thugs today.

Strangely though, her mind dwelled on the things about Peter being Spider-Man that she liked. The couple of times when Peter would web her to his back and take her web-slinging was like going on the best roller coasters in the world. Before Peter's powers evolved after the battle with 'the Queen' and he no longer needed his web-shooters, Mary Jane occasionally thought about playing with the devices. Now that he didn't need them, he didn't make the web-fluid that they needed in order to work, so that option was no longer there. She obviously liked the way he looked in his costume.

"I've got to be the strangest woman in New York," Mary Jane quietly muttered, "I worry constantly that Peter will do something that will get himself hurt or worse… and on days when I don't need to worry, I fantasize about the aspects of him being Spider-Man that I like."

Her thoughts were interrupted when she heard a loud mechanical sound coming from down a side street. She paused at the corner and looked down the street where the noise came from. Despite the fact that the noise was very loud and clearly audible, Mary Jane noticed that the only place where a sound like that could have come from was a warehouse several blocks away. What startled her more was the fact that she saw a figure fly out of the warehouse into the sky. Shortly after, she heard the mechanical sound again as the warehouse doors shut.

"Oh boy," Mary Jane commented and reached into her purse to get her cellphone.

**Avengers** **Tower**

"I'll get it," Jessica Drew, the original Spider-Woman, said clearly as the phone rang.

She picked up the phone and answered, and was slightly surprised to learn that it was Mary Jane that was calling.

"Peter's not here right now, Mrs. Parker," Jessica said politely, "I can get May Parker if that will help. I think she's talking with Jarvis…"

"No, I don't need to talk to Aunt May," Mary Jane answered over the phone, "This call would actually be better taken by someone with powers."

Jessica sighed, knowing that this probably meant that the red haired woman had seen something.

"Was this one of Cap's, Wolverine's, Luke's, Iron Man's, mine, or your husband's villains?" Jessica asked into the phone.

"I think it was the Hobgoblin, but I don't know who it was for certain," Mary Jane answered slowly, "Whoever it was flew out of a warehouse and headed north."

"If you don't know, Mrs. Parker, then you shouldn't sound alarms," Jessica said calmly, "For all you know it was some other hero stopping a crime, or that warehouse was his base of operations."

"I'd tend to think it was the person's base of operations, but I don't think it was a hero," Mary Jane answered nervously.

"I can't go around investigating things without all the facts," Jessica pointed out.

"I'm not asking you to," Mary Jane replied, "It's just… well, Peter's school day ends before my afternoon rehearsal does. Could you tell Peter that I think I know where the Hobgoblin is hiding?"

Jessica stared down the hall and then sighed.

"I can do that," Jessica said after a few moments.

"Thank you," Mary Jane answered over the phone and hung up shortly after.

Jessica only sighed again as she hung up the phone and continued to go about what she had been doing earlier. She would tell Peter if he arrived back at the Avengers Tower before his wife did. If not, she decided to let that honor go to Mrs. Parker.

"She ought to get her own superpowers," Jessica sighed to herself, "And then she can check these things out herself if she's nervous about something."

**Midtown High**

Peter sat down in a quiet section of the cafeteria to eat his lunch. Once he had sat down, students generally avoided the table, mostly out of fear that they would be quizzed over something. It had been a fairly hectic morning as Peter had to deal with a few students who had a bad habit of being tardy and the printer failed to work for few of his students when he took them to the computer lab to type up a few science reports.

This, however, was what was primarily on his mind. At the moment he was wondering why Flash was here. The man obviously had not fully recovered from the car accident that Osborn had arranged for him. It was obvious to Peter that he was suffering from some form of amnesia. He couldn't remember any of his encounters with Peter after high school. Yet, Flash's actions seemed to indicate that the former jock was being rather friendly. His thoughts were interrupted when he heard another voice cut in.

"Here you are!" Flash exclaimed and sat down across from him, "Do you know they let you sit in the teacher's lounge now?"

Peter looked up to see Flash sit down.

"I prefer it out here," Peter commented, "There's more space out here."

"Yeah, but why get all the perks of being a teacher, and then don't use them?" Flash asked, "I would have thought that you yearned to get into the teacher's lounge."

"There are some people here that I just don't get along with," Peter answered, "They usually don't come in here."

"That better not have been a shot a me," Flash said firmly.

"I was referring to some the secretaries, Flash," Peter explained.

"Oh," Flash nodded, "Yeah, I met one today. She didn't seem to like you very much."

"That would be Janet," Peter sighed back.

Flash nodded.

"So, how is you first day going so far?" Peter asked, trying to be friendly.

"Interesting," Flash commented, "The standards for physical education have gone way down since we graduated. The average student isn't much better then you were in high school, and the athletes aren't much better."

"Oh this must be fun for you then," Peter commented somewhat humorously.

"No, it isn't," Flash answered, "I came here to try and get the school to try and win some championships. Midtown was one of the best schools in its conference when I was in high school. Now, the school is lucky to finish a season with a five hundred record."

"The neighborhood has changed, Flash," Peter pointed out, "When we went to school this area wasn't exactly the richest part of New York, but it wasn't the poorest either. Now, it's gone so far downhill that most parents would prefer to send the children to schools that are in safer locations."

"And most of those schools are the ones that are more successful in sports," Flash sighed, "I've got to do something to get better athletes here or get the athletes that are here to get better."

"Well, if there's anyone who could do that, you might have the best chance," Peter answered, "As for getting new students to come here, I don't think you'll be able to do much. Parents aren't going to send their kids into a bad neighborhood because they like the school's coach."

"So what do you suggest?" Flash asked, "Or have your beakers gone to your head already?"

"I don't know really," Peter answered, "The city has the police and Spider-Man, but they can't do everything."

"Spider-Man?" Flash asked.

"He's one of the Avengers," Peter answered, "A big time super-hero. I work as an amateur photographer, taking his pictures for the Bugle, on the days that I don't teach. Sometimes I can get a few shots in on days that I do teach if I'm lucky."

"Wow," Flash commented, "Who would of thought that you'd go into dangerous situations to get a photograph. That must be why you went to the gym. So you can protect yourself in case the villain this Spider-Man is fighting starts to come toward you."

"Yeah," Peter shrugged, knowing that letting Flash think he'd been working out in a gym to photograph Spider-Man would be better then admitting that he was Spider-Man.

"Say, does he know you take his pictures?" Flash asked, "You're not going paparazzi on him are you?"

"No, he knows," Peter said, "We sort of have an unofficial agreement, and even if we didn't, I'm sure he reads the Bugle."

"Man that's interesting," Flash commented, "I don't suppose you could introduce me to him?"

Peter nearly spit out coffee he was drinking. He considered himself lucky that he was able to keep himself from doing that.

"You want me to introduce you to Spider-Man?" Peter asked.

Flash nodded, "Yeah, you said he was a superhero, so he sounds like my kind of guy."

"I don't know…" Peter began to say.

"Come on," Flash insisted, "You said you knew him."

"I said he knows that I take his pictures," Peter insisted, "I didn't say I knew him."

"If he knows you're taking his pictures, wouldn't he contact you in someway to give you permission or to tell you to buzz off," Flash pointed out, "Guys like that attract attention will either stop to say 'go away' or 'I love me some me'."

"I don't think Spider-Man is either of those two guys," Peter answered back.

"Come on," Flash pleaded.

Peter sighed and saw that the lunch hour was beginning to draw to a close.

"I'll see what I can do, but I can't promise anything," Peter sighed.

"Thanks," Flash smiled, "You know, I like the change you've gone through since high school, Parker. You've gotten more manly. Workin' here will be a hoot!"

Peter only sighed again and finished his lunch in silence.

**Elsewhere in Manhattan**

Felix Jork sighed heavily as he sat at his desk. He had just gotten out of a long phone call with Liz Osborn concerning the company's security. The woman was ranting on about the Hobgoblin and how he had stolen the documents that proved Osborn Industries owned the company that had once been run by a Roderick Kingsley. Jork had spent several minutes trying to explain that the company still belonged to Osborn Industries legally and that he wouldn't simply let the Hobgoblin be the CEO now that the criminal had the documents. Liz Osborn struck Felix Jork as a very paranoid woman. He sighed again when the door opened revealing one of his assistants.

"What is it, Jerry?" Felix sighed as he looked at the man.

Jerry only looked at him with a very nervous look on his face. After a few moments, Felix saw a shadow appear behind the assistant, and the only thing that Felix could make out clearly were two red eyes. The figure then clubbed Jerry in the head and knocked the man out. The figure then stepped over Jerry as the victim fell to the floor, unconscious.

"You!" Felix gasped.

"Yes," the Hobgoblin smiled, "Me."

"You attacked Osborn Industries!" Felix accused.

"That I did," the Hobgoblin laughed and reached into a bag that he was carrying with him, "And in the process I gained these."

The Hobgoblin then presented the stolen ownership documents.

"This company still belongs to Osborn Industries," Felix said, trying to sound confident.

"But Osborn Industries can not legally prove it," the Hobgoblin laughed, "Because I have the original documents, and possession is nine tenths of the law. You will work for me."

"Companies don't work that way," Felix said weakly.

"Maybe," the Hobgoblin smiled, putting the ownership documents back in the bag he was carrying, "But I'm not a company. I'm the Hobgoblin."

Felix reached with one hand toward a hidden alarm button underneath the desk he was sitting at, hoping to call for security. The Hobgoblin only pointed at him, and fired an electric blast from his glove. The resulting shock forced Felix into the back of his chair, and pushed the chair away from the desk.

"Now, now," the Hobgoblin laughed, "I can't have you calling the police and getting me arrested. I have many things that I want you to do for me and many things that I must do."

The Hobgoblin quickly closed the distance between himself and Felix, lifting the man out of the chair he was in.

"What do you want?" Felix asked nervously.

"This," the Hobgoblin smiled, "The company. You can continue to do some things that Osborn Industries tells you to do, but your ultimate boss is me. Shoot, you and your employees can even accept your paychecks from Osborn Industries, and I'll even add to that. But, I am to get the bulk of the profits that this company earns."

"You'll pay us in addition to what Osborn Industries pays us?" Felix asked nervously.

"Of course," the Hobgoblin laughed, "You don't think I can go around in public as a CEO like this, do you?"

Knowing what the Hobgoblin could do, Felix shook his head, "No. We'll do whatever you want. Just don't kill me."

The Hobgoblin tossed him against a wall and smiled.

"Good," the Hobgoblin smiled, "I'll be making some periodic visits from time to time in the future, so naturally I want a skylight installed in the roof."

Felix said nothing and watched as the Hobgoblin hopped off of his glider and placed a disk inside his working computer. He kept watching as a new face suddenly filled the computer screen. What surprised Felix more was that a robotic voice soon came out of the computer's speakers.

"Well done, Hobgoblin," Tracer's voice said through the computer's speakers, "I'm now into the company's computer system. This factory will now begin assembling my robots according to my design."

Felix watched as the Hobgoblin watched the computer screen.

"I've made sure that no one can stop the process or get into the building from the outside," Tracer's voice continued, "Although it also means that no one can leave from the inside until the construction program is finished."

The Hobgoblin nodded again, knowing that he could use his glider to simply go through a window.

"Once the robot army is finished, the factory's computer system will crash, making it impossible for any of its current files to be accessed in the future," Tracer's voice finished, "Allowing the Hobgoblin to start the company over."

The Hobgoblin growled at the screen at that moment. Starting the company over would take too long and would actually be a drain on his funds.

"Can the files be accessed now?" the Hobgoblin asked, hoping that the Tracer program could somehow hear him.

"Only until the manufacturing process is finished," Tracer's voice answered, "Only programs that could stop the manufacturing have been blocked. You have one hour to transfer the current files to paper. Good luck."

With that Tracer's image disappeared from the screen and the normal desktop appeared.

"We can't lose all the previous files!" Felix exclaimed from his spot on the floor, "The employee list is there."

"Get everyone you can find and have them start PRINTING out your files," the Hobgoblin snarled, "I'll leave you with a code from which you can access the money you'll need to install a new computer system when I leave. Right now I'd best make sure that none of my new employees try to stop Tracer's little manufacturing project."

The Hobgoblin then hopped back on his glider and left Felix's office.

**Off-Broadway Theater**

"Good job, people," the director said in a loud voice as the actors finished a section that he had been working with them to get it right, "Take five."

Mary Jane sighed and sat down on the edge of the stage to drink some water from a water bottle. The afternoon rehearsal had been fairly hectic as they started getting into the most complex parts of the current play they were performing. It had been interesting though and a good part of her was anxious about how the play would turn out once they got to performing it.

She had just taken a sip from her water bottle when someone came running from a back room behind the stage. Mary Jane turned to see that it was one of her co-actors.

"George, what is it?" the director asked, seeing the man's panic.

"You won't believe what's on the news right now!" the man, George, answered, "The Osborn-Kingsley Plant is in a complete lockdown. No one can get in or out."

"What?" the director gasped in surprised as Mary Jane stood up.

"It's on the news right now," George answered.

Everyone that had remained in the auditorium ran after him into a small break room. The found a few other actors and theater employees watching a small television as an emergency news broadcast was being displayed. Mary Jane could see several policemen trying to break their way into the building, but having no luck.

"No one can be certain as to why or how the building has gone into this sudden 'lockdown', but police are determined to find away to enter as reports from witnesses indicate that the costumed criminal known as the Hobgoblin crashed through a fifth floor window about an hour ago," the reporter announced.

Mary Jane watched in shocked silence as suddenly the police on the screen fell through the previously locked doors, as if the doors had never been locked. A few seconds later, the news cameras caught screams from the crowd and the camera looked up to see a goblin glider fly out of a large glass window on the fourth floor. What shocked Mary Jane more was that she also saw six robotic figures follow the glider through the air.

"Oh man," the director commented.

"Spider-Man will stop him," one of Mary Jane's female co-actors spoke up.

"I hope so," Mary Jane muttered, knowing that Peter was still at school and wouldn't know this was going on, and hoped one of the other Avengers would make some attempt to stop the Hobgoblin.

**Under New York**

"You could have told me you were going to shut down the company's computer system!" Kingsley yelled at Tracer, "Do you realize how much it would have cost me to rebuild that company from behind the scenes if they hadn't managed to get their files printed out?"

"No," Tracer answered simply, "And honestly, I don't care. Mortal and organic businesses don't concern me that much."

Kingsley only growled, "Well, I hope you're happy."

"I am indeed," Tracer nodded, "I have six robots who will deal with the other Avengers. You can have your 'revenge' against Spider-Man and I will be free to accomplish certain other goals."

"I never said I wanted revenge on Spider-Man," Kingsley answered, "Killing him would simply be better for business."

Tracer shrugged, "Regardless, you will have your opportunity. You should be happy as well."

Kingsley watched as Tracer began to walk away.

"And we will be attacking the Avengers Tower very soon," Tracer commented.

**Midtown High**

Peter stretched himself out as he finished his day and left the building. He sighed as he stepped down onto the sidewalk. He had been greatly surprised showing up at the school as a teacher and the fact that Flash had partial amnesia still troubled him.

"Hey, Parker! Wait up!" came Flash's voice.

Peter turned to see Flash running out to catch up with him.

"Hey, Flash," Peter answered back.

"Mind if I walk with ya?" Flash asked.

"Uh… I guess not," Peter answered.

"Alright!" Flash smiled and pulled Peter in the direction of Queens.

"Uh, Flash?" Peter commented trying to get Flash's attention.

"Yeah?" Flash asked back, "Don't you and your Aunt and Uncle live in Queens?"

"My Uncle died while we were in high school, Flash," Peter answered, hiding his own guilt, knowing that it was his fault that Ben was dead, "And I have an apartment in Manhattan and I was on my way to the Bugle to see if there was anything they needed me to do."

"You are the busy bee today, aren't ya?" Flash laughed, "Okay, we'll walk to the Bugle."

Flash turned around to see a red haired woman, who was a little shorter then Peter was standing on the sidewalk in front of them. She was dressed in a pair of jeans and a button down short sleeved shirt. Flash also found the woman to be very attractive.

"Well, hello," Flash said to her.

"Uh, hi, Flash," Mary Jane answered, "What brings you out here?"

"Teaching," Flash answered and then pulled Peter forward, who was surprised to see Mary Jane there, "I'm teaching at my old high school buddy, Peter Parker. Can you believe this guy used to be skinnier then a sheet of paper in high school?"

"I know Peter," Mary Jane answered, "You don't need to remind me, Flash."

Flash looked at her for a moment and then asked, "Say, who are you? I haven't seen you before, and how do you know my name, anyway?"

"You don't know me?" Mary Jane asked, "Peter and I, along with Liz, tried to help you after the accident."

Flash looked at her like she had grown a third leg.

"I think I would remember who helped me with all that," Flash answered, "It was some strange nurse. And how do you know about the accident?"

Mary Jane looked to Peter who was mouthing the word 'amnesia' and sighed.

"I'm sorry, I must have mistaken you for someone else," Mary Jane then said slowly, "Peter and I are good friends with a guy named 'Flash' that's recently been in an accident. My name's Mary Jane."

"Eugene Thompson, but I prefer it if you call me 'Flash'," Flash answered in a flirtatious voice, "So, how do you know Parker? You're his sister or something, right?"

"I'm his wife, actually," Mary Jane answered.

Flashed looked at Mary Jane and then at Peter, with an utter look of shock on his face.

"No way!" Flash exclaimed, and turned to Peter, "How'd you land an utter hottie like her?"

"Lucky, I guess," Peter shrugged.

"Wow," Flash commented, "So, how'd you two meet?"

"Her aunt was friends with my aunt and they set us up," Peter answered.

"That's the lamest thing I've ever heard," Flash snorted.

"It's true though," Mary Jane laughed, "Where are you off to Flash?"

"I was gonna walk your husband down to the Bugle and try to catch up on some old times," Flash smiled.

"You bullied me in high school, Flash," Peter pointed out, "Not many 'old times' that both of us would like."

"Yeah, but as you can see, I had a positive affect on you," Flash smiled, "You went to a gym and grew some muscle and nailed a hottie."

"Shouldn't you focus on preparing tomorrow's lesson plan?" Peter asked, "I only teach on a couple of days, but you're supposedly teaching every day from what I've heard."

Flash sighed, "Aw man, you always reminded me about homework I had to do… guess it'll have to wait till the weekend when we can catch up. We can meet on Saturday in Central Park and catch up on everything."

"Sure," Peter answered and watched as Flash then slowly walked down the sidewalk toward Queens.

"He doesn't remember?" Mary Jane asked, curious.

"He remembers some things," Peter sighed, "But he can't remember any of his interactions he's had with me or anyone else from high school since we all graduated. I think it's partial amnesia, but then again, I'm not a doctor."

"It has to be part of the brain damage caused by that wreck that Osborn put him through," Mary Jane sighed.

Peter nodded, "What's brought you out here, MJ? I thought you had a full day of rehearsals."

"I did," Mary Jane answered, "Until an old friend of yours decided to attack another business."

"The Hobgoblin?" Peter guessed, since the Hobgoblin had been the only real active foe that he had faced.

Mary Jane nodded, "Yeah. We hit a break in our rehearsal and someone saw a news report about it in a break room. The director ended the rehearsal then and there, saying his heart wasn't in it for the rest of the day."

Mary Jane paused before continuing her explanation in a low voice so that no one else could hear.

"He attacked the Osborn-Kingsley Plant," Mary Jane sighed, "The reports say that he shut down the entire building's computer system."

"That would hurt Osborn Industries," Peter sighed, "But, Norman Osborn isn't the CEO anymore. And if the current Hobgoblin is in fact Roderick Kingsley, which given my last encounter with him I think Kingsley is back, he wouldn't gain anything financially by simply shutting the computer system down."

"He escaped with six robots," Mary Jane added.

"Six robots?" Peter asked, "The Hobgoblin's never used robots before."

"He still had six robots with him," Mary Jane repeated.

"Great," Peter commented, "My life can't possibly get any worse."

"Don't go there," Mary Jane warned.

Peter only sighed, "Do you have any other news?"

"Well, I think I saw where the Hobgoblin's base is," Mary Jane commented, "But I'm not sure…"

"Where?" Peter asked quickly.

"I saw someone or something fly out of a large warehouse-like building, not to far away from where the theater is," Mary Jane answered, "I called the Avengers since you were teaching, and Spider-Woman told me that there was nothing they could do without definite proof."

"Have they done anything about this?" Peter asked.

"I don't know," Mary Jane answered, "I just headed straight here to tell you, since Midtown apparently doesn't have any televisions."

"They do," Peter sighed, "But only in the teacher's lounge. I was teaching at the time this apparently went on."

They were both quiet for a few moments before Peter began speaking again.

"It'd be best to head back to the Avengers Tower," Peter sighed, "Maybe one of them did take a look at after they saw the news report, and if they didn't, it's the only place where I can change into my spidey-gear without being arrested."

Mary Jane nodded in agreement and walked silently beside her husband.

**Under Manhattan**

Kingsley had quietly taken Ricky just outside the base that Tracer had claimed as his own. Tracer was busy briefing the robots on his plan to take out the Avengers by assaulting the main Stark Enterprises building, where the Avengers lived. Kingsley didn't like a lot of it. Tracer was too direct for his tastes and wasn't really concerned about gaining something from the battle, other then the destruction of the enemy. Kingsley didn't like it. Destroying Spider-Man and gaining nothing other then Spider-Man's death would be a hollow victory. That may have been something Osborn would try, but it wouldn't be something he would want.

"Tracer doesn't appear to be as smart as I thought he was," Kingsley commented quietly to Ricky, "His plans are taking me far away from the plans I intended to follow in the beginning."

"Shall I deal with him, sir?" Ricky asked drawing a gun.

Kingsley shook his head, "No. He took one of my pumpkin bombs in chest and came back fighting. That handgun won't do squat to him, and more then likely the Avengers will hand this guy his robotic rear end in the coming battle so it won't be necessary. We need to find an alternate base. Some place to fall back to when Tracer decides our alliance isn't worthy of him anymore or when the Avengers find this base. I came back to New York because there was an opportunity for more power. I'm not going back to the Caribbean empty handed."

"Right, sir," Ricky nodded.

"Don't forget a flashlight," Kingsley told his henchman.

Ricky nodded and pulled a flashlight out from inside a pocket in his jacket and flicked the light on and off and then on again and proceeded to walk deeper into the tunnels under the city.

**Avengers** **Tower**

"What?" Peter gasped in shock as Jessica Drew informed him about what had happened.

"Just as I said," Jessica answered back, "I tried, but the Hobgoblin had disappeared by the time I got there. I even checked the warehouse that your wife thought she saw the Hobgoblin leave from. I couldn't find a sign that ANYONE had ever used it. Going out now would be like a trying to find a needle in a stack of needles. The one you're looking for could be anywhere."

"Didn't any of the others see the news report?" Peter asked.

"Captain America is busy with SHIELD matters, Tony Stark was occupied with a business meeting that he couldn't get out of, Wolverine was with the X-Men, Luke was dealing with some problem up in the Bronx, and you were busy teaching," Jessica answered counting down the five Avengers on her fingers, "Which left me. Unless you expect your Aunt and Jarvis to fight the Hobgoblin and six robots."

Peter only sighed and looked down, "Things are going from bad to worse. And the difficult thing is that this isn't the Hobgoblin's thing. The Hobgoblin has always been motivated by the want for more power and money, and he's not stupid either. He knows that the Osborn-Kingsley plant was a place where he could gain power and money, especially since he's already stolen the ownership documents to that company."

"He's not into simple mayhem?" Jessica asked.

"Not when it doesn't help his financial situation," Peter answered, "That's why I've got to stop him. I think he's working with someone that's playing a different game from the one that the Hobgoblin prefers."

"I'm sure you'll get both of them," Jessica commented, "If not, then the Avengers as a team will."

"Right now, I think that's all I can hope for," Peter sighed, not knowing what was coming.

**To Be Continued…**


	3. The Attack and the Accident

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is currently "in progress" in the Spider-Man comics.

A New Life

By TVfan

**Chapter 3: The Attack and the Accident**

**Avengers** **Tower**

It was mid-morning as most of the people that dwelled at the Avenger's tower sat around a moderately sized table eating their breakfast. The only ones not sitting there were Jarvis and Tony Stark. Jarvis was busy doing his job as the Avenger's butler and was busy serving food. Stark wasn't even present in the room, as his work as the CEO of Stark Enterprises kept him busy. The other Avengers, besides Peter and Jessica, returned to the tower somewhat late the previous night and were all pretty drowsy.

Peter, himself, was busy thinking about something else.

"You hungry or are you just not thinking about food, Tiger?" Mary Jane asked him from the seat to the right of him.

Peter glanced over at his wife and saw that she had both eyes fixed on him, and the look did not convey romantic wishes.

"You've practically turned your eggs to mush," Mary Jane commented, pointing at his plate.

Peter looked down to see that her comment was accurate.

"Just thinking about what to do about the Hobgoblin, that's all," Peter commented, "I mean, why would he attack a business, have six robots constructed, and then flee leaving the building's computer system worthless?"

"Some insane plot to conquer the world?" Steve Rogers, also known as Captain America, suggested from across the table, "Sorry, I couldn't help but overhear."

"No," Peter answered, "The Hobgoblin is actually quite sane. World conquest was never part of his agenda ever. It isn't in his character. He likes money and financial power. That's why yesterday's attack is so strange. He wouldn't just attack something and do something that would actually hurt his chances for profits."

"You won't need any help finding this guy, will you?" Luke asked, "I'm sure we can all help."

Peter shook his head, "No, I'm sure he'll do something that will attract attention and I'll be able to catch him then."

"Can we please not discuss villains at the breakfast table?" Aunt May spoke up from the seat to the right of Peter, "There must surely be something else we can discuss."

"Yeah, I'm sure there is," Peter sighed, "So, MJ, what's your rehearsal schedule for today?"

"Just a minor one later this afternoon, but nothing much," Mary Jane answered, "It'll be great once we're ready to perform."

"Now that sounds nice," Aunt May smiled, "I'm sure everyone will be enthusiastic about seeing it."

There were a few answers of 'sure'. It made Peter laugh a little bit that his elderly aunt was able to control some of the most powerful heroes on the planet.

**Under Manhattan**

"Today is the day!" Tracer announced triumphantly, "Today we finally deal with Spider-Man!"

"I still don't like your idea," Kingsley commented, "Assaulting the Avenger's tower is a way to get killed."

"This from the man who sounded so confident when we met," Tracer retorted.

"I wasn't planning on 'storming the beaches at Normandy'!" Kingsley nearly yelled back, "My plan was to come back, cause a little trouble behind the scenes and make some money. I'd deal with Spider-Man or any other hero as I go. You've made things more complicated by wanting to go directly after Spider-Man."

"I would have thought you could make more profits with him out of the way?" Tracer asked, trying to manipulate the things that he had learned made Kingsley tick.

"That is the only reason I'm going along with your little scheme," Kingsley answered, "That doesn't mean however, that I like the plan. Spider-Man won't be alone at the Avenger's Tower."

Tracer then motioned to six robots that stood behind him at attention.

"Maybe," Tracer commented, "But my 'army', as you put it, will take care of the others."

Kingsley sighed, seeing that that Tracer was not going to back down on this one. He checked his bag, and made sure that it was full of pumpkin bombs and other assorted goblin weaponry. He also made sure that his glider was sufficiently armed. Once he was sure he was well enough armed, pulled on his Hobgoblin mask and hopped on his glider.

"Okay," the Hobgoblin announced, "I'm ready."

"Good," Tracer smiled, "You will lead the robots in a direct attack on the Avenger's tower…"

"Where will you be?" the Hobgoblin demanded.

"I will walk in the front door and work my way up," Tracer answered, "Spider-Man is all yours. I will insure that none of the Avengers are able to escape."

The Hobgoblin only sighed in response.

"Always the hard work," he mumbled to himself, and then turned to Ricky who was standing by the main computer terminals, "You will continue with trying 'repair' the damage done to me from yesterday?"

"Yes, sir," Ricky answered.

The Hobgoblin then returned his attention to the robots, which remained at attention.

"Okay, you," the Hobgoblin ordered, trying to impersonate a powerful general, "We're going now. Let's go!"

The Hobgoblin then fired up his glider and flew out of the underground base. The robots, in response activated their own rockets and flew after him.

"Having some Champagne ready for my victory celebration wouldn't be a bad idea," Tracer suggested to Ricky as he watched the last of the robots disappear, "I'll be seeing you later."

**Avenger's Tower**

Peter had just finished putting on most of his costume to begin his search for where the Hobgoblin had been hiding. The only thing he wasn't wearing was his mask. As he was walking towards one of the windows that he usually left from, a nearby phone rang. Seeing no one around, Peter decided to answer it.

"Hello," Peter said into the phone.

"Parker!" he heard Jonah's voice berate him over the phone, "How come you didn't have any pictures of the Hobgoblin's attack yesterday? I didn't have a page one!"

"I was teaching at the time, JJ," Peter answered, "Remember, you won't hire me as a full time photographer, so I need some other way of making money."

"Teaching," Jonah grumbled back, "What's that ever done to sell newspapers? I need pictures! They're more important then a bunch of snot nosed kids."

"Be careful, JJ," Peter warned, "I was one of those snot nosed kids, once."

"Don't get smart with me," Jonah growled, "I need those pictures!"

"I'll try to get something good for tomorrow," Peter sighed.

"You better!" Jonah ordered.

Peter put down the phone and sighed heavily. He had barely taken three steps when he heard the phone ring again.

"It's going to be another of those days, isn't, Parker?" Peter asked himself aloud.

Peter slowly picked up the phone once more and tentatively said hello into it.

"Hey, Parker," he heard Flash's voice come from the other side of the phone, "What's up?"

"Uh… hi, Flash. How did you get this number?" Peter asked.

"Found it in the phone book," Flash answered, "You know your number is just one number away from being the Avengers's?"

Peter sighed, knowing that Tony had a separate number installed for any emergency that required the Avengers.

"Small world isn't it?" Peter asked, "What do you want, Flash?"

"I know we agreed to meet in Central Park to catch up on old times," Flash answered, "but we never established a time. And well…"

"Oh, you want to know when to meet on Saturday," Peter sighed, "Uh, how about three in the afternoon. Will that work?"

"Yeah," Flash answered, "That'll work great. Well, I'll see you later, but my next class starts in a few minutes and I got to get to teaching it. See ya."

"See you later," Peter said into the phone and then hung up.

Peter stood there for a few minutes before turning to head for the window once again.

Outside the building, the Hobgoblin and the six robots had arrived and were preparing to make their assault on the tower.

"None of the Avengers or other dwellers are near any window," one of the robots reported to the Hobgoblin in Tracer's voice.

"Thanks," the Hobgoblin muttered and then turned to the robots and prepared to give them specific orders, "Okay, each of you is to take on and take out one Avenger."

The Hobgoblin pointed to a large and powerful looking robot, "You will take out Luke Cage."

The Hobgoblin then pointed to a robot that looked rather short and stocky, "You will deal with Wolverine."

Next, the Hobgoblin then turned to a robot that seemed to be built along the lines of an average human, "You will take out Iron Man."

The Hobgoblin then turned to a robot that was tall and athletic, "You will deal with Captain America."

The Hobgoblin then turned to a feminine looking robot, "You will take out Spider-Woman."

Then, the Hobgoblin turned to the final robot, "Since I'm sure Tracer is controlling you in some way, you will get to assist me in dealing with Spider-Man. Do you understand?"

The robots all answered as one in Tracer's voice, "Yes, sir."

"Now wait here while I attach the explosive charges on the windows that you will be entering through," the Hobgoblin ordered and produced several small cylindrical explosive charges from his sack.

Mary Jane and Aunt May sat quietly in a sort 'family' room inside the tower watching a television. It was a soap opera, but it seemed to be a relatively decent one.

"I don't really know how you can watch these programs," Jarvis commented as he poured May a cup of tea.

"I'm not really paying attention to it," Aunt May said defensively, and holding up the newspaper, "I'm mostly reading."

"It's mostly something to do till I need to go to my rehearsal," Mary Jane answered, "Besides, for me, these things are very 'normal' in comparison to some of the stuff Peter goes through."

"There are other things you could do," Jarvis pointed out, hoping that he wouldn't have to hear the show's overly dramatic plot go on any further.

"Not all of us wear spandex tights," Mary Jane said with a smile, "Come on. Watch with us. It'll make May happy and who knows… you might like it."

"I'd rather not," Jarvis said firmly, "May is good company, and she is very sweet, but I'm not fond of soap operas."

Jarvis then retreated back to the kitchen.

"I tried," Mary Jane chuckled.

"He'll come around," Aunt May commented, "So much like Ben… but maybe your choice in programming was not the best."

Mary Jane only shrugged and went to relax on the couch she was sitting on, when suddenly, several explosions racked the tower and wailing alarm rang through the building.

"What the…?" Mary Jane asked.

"Oh dear," Aunt May commented.

Jarvis came running back into the room a few seconds later.

"We're under attack!" the Avengers's butler screamed.

"You gotta go easier on her," Luke commented, "She juggles more stuff around then we do."

"If she wants to be so concerned about her husband's villains, she ought to get some superpowers and fight them herself," Jessica answered, "Instead of getting insisting that we get involved because Peter's teaching or somewhere else and she doesn't want to disturb him."

"She just wants a shot at living as 'normal' a life as possible," Luke shrugged, "Besides, if you were married, and your husband knew who you were, you wouldn't expect him to not worry about you, would you?"

"Since when did you get so smart?" Jessica demanded, "You're supposed to be on my side."

"I'm on your side when you say, 'we can't be everywhere' and that 'no one can do the impossible'," Luke answered, "but I'm not going to be critical of someone who is simply concerned about a loved one."

"I'm saying she worries too much," Jessica retorted, "She's not simply concerned, she's overly concerned."

"Well, it is none of our business, and I thought you liked her?" Luke questioned.

"I like her, yes," Jessica answered, "But not enough to say I'm her best friend and…"

Jessica's comment was cut short by a massive explosion and the sound of alarms wailing.

"Time to go to work," Luke commented.

Wolverine was busy in the gym when the attack came. The room wasn't too far away from the area where one of the Hobgoblin's charges had been placed, and the vibration caused by the explosion knocked over every piece of exercise equipment in the room.

"Great," Wolverine grumbled as he got up from the floor, and extended his claws, "some bub is a LOT of trouble."

Tony Stark was busy in a discussion with Steve Rogers when the attack began. They were a few floors down from where the attack was occurring, but they could feel the vibrations caused by the explosion.

"What was that?" Tony demanded.

"I don't know," Steve answered, "But we'd better find out."

Peter was walking toward the window that he normally left from when he went out on his patrols as Spider-Man when the window suddenly exploded, knocking him backward and to the ground. As the smoke cleared he heard the sound of two powerful engines running nearby.

"Well, Spider-Man, you sure have picked yourself some nice digs," a voice taunted out of the smoke, "too bad I'm going to have to kill you or at least destroy your house."

The smoke cleared to reveal to Spider-Man that it was the Hobgoblin, as he had suspected by the sound of his voice. He also found out that the Hobgoblin wasn't alone. Standing next to him was a robot that was built to resemble Spider-Man in many ways. While Spider-Man saw that the robot looked very much like a robot, he did notice that the way it stood and the dimensions of its arms, legs, body, and head were very similar to his own. The only thing about the robot that made it outwardly similar to Spider-Man was its optics, which resembled the eye pieces that Peter looked out through.

"What? You couldn't stand losing to me so you went and built a dummy to lose to?" Spider-Man taunted back.

Tracer's face then appeared inside the robot's optics.

"Hardly, Spider-Man," the robot said in Tracer's voice, "The Hobgoblin is not responsible for my construction. He is merely a tool in the master plan."

"Tool!" the Hobgoblin roared before Spider-Man could say anything, "I'll discuss this with him later, right now destroy Spider-Man!"

The Hobgoblin then threw a pumpkin bomb, that Spider-Man easily avoided, but ended up dodging into a powerful punch that sent Spider-Man flying down the hall.

"Another super day," Peter commented as he began to pull himself up to deal with his foes.

Meanwhile at ground level, Tracer looked up to witness the Hobgoblin's initial attack. The self proclaimed 'god of robots' smiled cruelly as he watched the various windows of the tower explode, sending showers of broken glass down toward the people below. Tracer had to fight to keep himself from laughing as he heard people scream as the glass landed around them.

"What fools these mortals are," Tracer chuckled to himself, "And now to take care of some business."

Tracer then calmly walked into the building. Once inside the lobby, he headed for a central elevator that would lead up to the Avenger's living quarters. He found to large security guards standing in front of the elevator doors.

"I.D.," the first security guard said as he stepped in front of Tracer.

"Ah, security has been improved since I was hear last," Tracer commented with a laugh.

Before either security guard could ask what the strange 'man' had meant by that comment, Tracer punched the first security guard in the chest. A loud 'crack' was heard as the man's rib cage collapsed. The man fell to the floor clinging to life. The other security guard quickly drew a gun and fired at Tracer at point blank range. Tracer barely felt the bullets go through his shoulder and stomach.

"A valiant attempt," Tracer commented before grabbing the man's gun and crushing it in his hand.

Tracer then punched the last remaining guard in the face, breaking the man's nose and making him fall over backwards, unconscious. Tracer then calmly pressed the 'up' button as though nothing was wrong. Tracer could only laugh as the doors closed in front of him.

"OUCH!" Spider-Man yelped as he punched the robotic mimic in its head.

"I'm made of hardened titanium and steal," the robot commented, "Did you honestly think such stupid attempts at physical violence would harm me?"

The robot then back handed Spider-Man, knocking him out of another window. Spider-Man only shot out a strand of webbing and used it to begin swinging back up to the window that he had been knocked out of. A flying saw blade-like device came out of nowhere and cut his webbing strand.

"You think you're going to get away that easy?" the Hobgoblin taunted as he came down from above on his glider, "You got another thing coming!"

"Well, if you weren't so ugly, I wouldn't be trying to get away," Spider-Man joked, and used his web-slinging abilities to get onto the rooftop of another building nearby.

"Ugly?" the Hobgoblin gasped, "I had no idea you were that way!"

The Hobgoblin then activated the rocket launchers on his glider and fired two rockets at Spider-Man. Spider-Man managed to avoid being hit directly by the blast, but the explosion did throw him against a water tank that was on the building.

"I believe he was only using humor to imply that your physical looks are frightening," the robot commented as it flew down.

The Hobgoblin only growled back, "I know that you robotic moron!"

Spider-Man meanwhile leaped from his position near the water tank and kicked the Hobgoblin in the chest, knocking him off his glider. Both landed hard on the roof below them while the glider remained hovering where it was.

"Always got to pay attention, Gobie, or else look what happens," Spider-Man commented shaking a finger in his face.

Spider-Man then felt his spider-sense go off, and he leaped backward, just avoiding the charging robot, which ended up punching the Hobgoblin in the stomach.

"That's got to hurt," Spider-Man chuckled as he watched the robot prepare to attack again.

**Inside the Avengers Tower**

"Are you sure we'll be safe?" Mary Jane asked as she followed Jarvis through the hallways with Aunt May following close behind them.

"It should be safe," Jarvis answered, "Mr. Stark had it made so that family and friends of the Avengers would have a safe place to go, should the tower ever be attacked."

"And you're sure it's safe?" Aunt May asked nervously.

"I'm not certain," Jarvis sighed, "This is the first time that the tower has ever been attacked."

The three people were then startled when a fist appeared out of a side hallway, knocking Jarvis to the ground and forcing Mary Jane and Aunt May to come to a quick halt. The being that owned the arm then stepped into view.

"I find it hard to believe that this is the first time that this structure has been attacked," Tracer commented as he stepped into view, "It's just begging some villain to attack it!"

"Tracer!" Mary Jane and Aunt May gasped in shock.

"The one and only," Tracer smiled as he began to advance on the two women, "I have need of you two."

"But, Peter… he killed you," Aunt May stuttered.

"I'm a God, Ms. Parker," Tracer answered, "We tend to be immortal. Now we can do this two ways. One, you can surrender to me peacefully and a I promise you won't die until I've dealt with Spider-Man, and that your deaths will be swift and painless. No one needs to pointlessly suffer, especially since suffering won't accomplish my goals."

Mary Jane gripped Aunt May's shoulders as the two of them backed away from Tracer as the robot continued to advance on them.

"Or," Tracer continued, "You can attempt to fight or flee, in which I will make you suffer for defying my Godliness."

Mary Jane responded by kicking Tracer between the legs with all her might, hoping that the robot would respond to the attack the same way a man would. The attack didn't have the desired effect, but it did cause Tracer to take a step or two back, while Mary Jane hustled Aunt May down a hallway toward sections of the tower that were predominantly used by the Avengers only and away from the apartment section of the tower.

"Come on, Aunt May!" Mary Jane cried out as they ran.

"So it will be option two, then," Tracer commented as they disappeared down a different hallway.

Tracer slowly followed, using his powers to see what the tower's own security cameras saw to follow the flight of the two women. He came to a large metallic door that had slammed shut just as he arrived at it.

"That should hold him back for a while," Mary Jane commented as she finished setting the code to lock the door, thankful that Peter had let her in on some of these things.

She gasped in shock again as the code went through again to unlock the door and it opened with ease allowing Tracer to continue to follow them.

"Do you honestly think that you can use mechanical devices against their God?" Tracer demanded, "They worship me. They will do anything for me. They're not going to help you!"

"Run, Aunt May!" Mary Jane screamed as she herded Aunt May through another series of mechanical doors and quickly tried to lock it behind them.

They found themselves inside what looked like a minor warehouse. There were bits and pieces of various devices stacked in various neat piles.

"It's like the end of the Indiana Jones movies," Mary Jane commented as they made their way toward the back of the room, hoping there was another exit.

"Yes," Tracer commented from behind them, the door giving him no trouble, "Mister Stark has put together quite a collection of his previous inventions for the Avengers or for Iron Man alone. Of course, none of it will help you against me."

Both turned and began to back away. In their fear, both began to take slightly different paths. Aunt May backed toward the back wall, while Mary Jane backed more toward a side wall.

"I don't think there's another exit," Aunt May commented, "I think he's got us."

"I know I do," Tracer smiled, "Stark, like any good businessman has his basic blueprints online. Now he doesn't say what these rooms are for, but the layout is still there. The computers gave me the information as a show of their faith in my power."

"You're a sick man," Aunt May said firmly.

"I'm a GOD!" Tracer yelled at the elderly woman and began to advance on her, "And I think I'll deal with you first. The last of weak bags of flesh that tried to raise the idiotic Spider-Man. He'll be ripe for the picking once you're out of the way."

"Why are you doing this?" Aunt May questioned.

"Why?" Tracer shrugged, "Why not? I'm a God, and it is time to claim my kingdom."

Tracer raised a hand to strike Aunt May, when he suddenly felt a weight on that arm. He turned his head to see that Mary Jane had leaped onto the arm to hold him back.

"Leave her alone!" Mary Jane screamed.

"I'm dealing with you later!" Tracer sighed, throwing Mary Jane off of him.

Mary Jane landed hard inside a large cylindrical tube that stood near the far wall. The impact of her body inside the tube forced the tube's door to suddenly shut, which activated the device.

"Let me out!" Mary Jane screamed as she began pounding on the door, not noticing that several lights were beginning to glow inside the tube.

She didn't even notice anything wrong until something grabbed her arm. She looked down see some sort of mechanical arm had grabbed her arm near her elbow quite tightly and would not let go. She began screaming in surprise and tried to get the mechanical arm to release her. She failed and then blacked out shortly after she felt something like a hypodermic needle pierce her skin.

**Rooftop**

Spider-Man dodged under another punch that the robot threw at him in an attempt to bash his brains out. It ended up getting its fist stuck inside the side of the water tank that was on top of the roof.

"That's using your head!" Spider-Man laughed as he watched the robot wrestle with the water tank, trying to free his hand.

Spider-Man was then hit the back by an electric blast and nearly knocked off the roof. He turned to see that the Hobgoblin had recovered from being knocked off his glider and from taking a punch in the gut from the robot.

"You're not the only one on this roof, remember that Spider-Man," the Hobgoblin threatened as he produced the remote control for his glider, "Although you will soon be the only one that is killed."

The Hobgoblin pressed a button on the glider, and the Hobgoblin's primary means of transportation fired two rockets at Spider-Man.

"Oh-boy," Spider-Man mumbled as he saw the rockets coming.

Spider-Man quickly launched out webbing and pulled the robot out from its position in front of the water tank. In pulling the robot free, a stream of water under intense pressure shot out and knocked the Hobgoblin off the roof.

"Unhand me!" the robot demanded.

"But of course!" Spider-Man smirked under his mask and threw the robot at the incoming rockets.

Spider-Man then leaped from the roof to avoid being hit by any flying shrapnel as the robot was destroyed by the Hobgoblin's rockets. He quickly webbed his way back up to the rooftop and landed on top of the water tank. Spider-Man quickly saw that there were several pieces of the robot laying all over the rooftop.

"Wahoo!" Spider-Man exclaimed triumphantly, "Score one for the good guys!"

Spider-Man's danger sense then went off and he leaped from the water tower to avoid being hit by three pumpkin bombs. The bombs destroyed what remained of the water tower, and soaked Spider-Man as he landed on the ground amidst the robotic remains of the robot that was helping the Hobgoblin.

"Too bad you need to score two in order to win," the Hobgoblin laughed as he flew overhead on his glider, "While I, only need to score one!"

The Hobgoblin then built up an electric charge in his gloves, and fired it at the water filled rooftop. The rooftop practically exploded under the impact of electricity and water, but Spider-Man had leaped away and landed under the Hobgoblin's glider.

"I'm tired of you buzzing around on this stupid thing," Spider-Man commented and used all his might to punch through the outer hull of the glider, "It's time that you were grounded."

Spider-Man then pulled something out of the glider and leaped onto the side of the Avenger's Tower. He quickly saw that his actions were helpful, but did not produce the desired affect he wanted. Instead of crashing, the Hobgoblin's glider had accelerated and was now flying off faster the Hobgoblin had intended, and was practically beyond the villain's control.

"Curse you, Spider-Man!" the Hobgoblin raged, "I'll get you for this!"

Spider-Man watched his opponent fly off over the New York skyline knowing that it would be awhile before the Hobgoblin was ready to trouble anyone for awhile.

"Better find out what else is going on," Spider-Man commented and began to scale the wall back up to the damaged windows.

**Inside the Tower**

"Leave me alone!" Aunt May pleaded as she swung a pipe that she had found at Tracer.

Tracer raised an arm and knocked the pipe from her grasp.

"I'm afraid I can't do that," Tracer commented with a smile, "You see, I let your nephew 'kill' me in our last encounter because I thought he was already dying, and I couldn't just pummel him to a pulp when he was already on the journey to see his maker. Then upon my return, I find out that Spider-Man has survived. This aggravates me. I figured I would return and have little to fear because a temperamental fool of a hero was already dead. I would be free to establish my own world without ever bringing blame to your nephew's name or legacy, since he was dead. But he has not only survived, but has opposed me in my latest endeavors."

"We had no idea you were even alive," Aunt May said defensively, "And Peter's been busy with the Hobgoblin as of late, not with anything you've done."

Tracer then violently knocked her to the ground.

"And just who do you think was commanding the Hobgoblin?" Tracer demanded.

"What?" Aunt May gasped.

Tracer laughed, "The Hobgoblin is a bigger fool then your nephew is. He came wandering into my base and after I bested the fool in combat, he begged me to let him serve me. I accepted. The Hobgoblin is to distract Spider-Man long enough so that I may deal with you and his lovely wife, thus destroying his life."

Aunt May was about to answer with some sort of comment when a loud gunshot rang out, and Tracer found himself forced to take a step forward. His internal systems indicated that there was a bullet lodged in the back of his left shoulder. Tracer turned around to be hit by another bullet in the chest near where a human's collar bone was. He saw that Jarvis had recovered from his earlier attack on him and had grabbed a powerful bolt-action rifle.

"Leave her alone," Jarvis said firmly.

"Please," Tracer commented and pulled out his own gun and shot Jarvis in the shoulder, knocking the Avenger's butler down.

"Jarvis!" May screamed, and fainted with memories of Ben being shot flying through her mind.

Tracer smiled as he watched the Avenger's butler fall to the ground. He then turned and prepared to shoot Aunt May when he noticed she wasn't standing before him anymore. Once he noticed that she was lying on the ground, he corrected his aim to shoot the elderly woman.

He never got the chance as a blast of energy soon knocked his gun from his hand.

"What now?" Tracer demanded, as he turned around only to be hit by another blast of energy as Spider-Woman leaped into the room.

"I don't know how you came back," Spider-Woman said firmly, "And quite frankly, I don't care. These people live here and are under the Avengers's protection."

"Some protection," Tracer grumbled as he pulled himself up to his feet, "You couldn't even attempt to stop me until I got this far."

Tracer then eyed the woman in red and yellow spandex. Information flashed across his optics that read…

'Spider-Woman… AKA Jessica Drew… Known powers: Superhuman strength, enhanced speed and reflexes, can cling to walls, possesses powerful attracting and repulsing pheromones, and powerful venom blast, which weakens after each blast and requires one hour to fully recharge… battle started… chances of victory… 75."

"You can not win," Tracer commented as he carefully shifted Aunt May's body away from where the upcoming battle was to take place.

"I'll take my chances," Spider-Woman said back, "You've wounded one man who lives here and were threatening to kill another. I've already taken care of your little robot and now I'm going to stop you. And by the way, masculine voice on a robot built to feminine physical specifications, not a good thing."

Tracer lunged forward to grab Spider-Woman, but the heroine leaped over his back and fired a venom blast at the robot god's back. The blast sent Tracer to the floor. The blast did little damage and he was quick to his feet. He turned to face Spider-Woman when he suddenly heard an enraged scream come from behind him.

"YOU!" Spider-Man screamed, "You're dead! How dare you come back and attack my Aunt again!"

Tracer turned to see Spider-Man shoot out two strands of webbing that wrapped around his neck. Tracer was about to grab the strands and pull Spider-Man toward him when he was hit in the back by another venom blast thrown at him by Spider-Woman which brought him to his knees. Spider-Man leaped over Tracer and tightened his grasp on this strands of webbing, which began to seemingly choke the robot god.

"This time you're going to stay dead!" Spider-Man yelled as he planted his foot in Tracer's back and pushed Tracer's torso to the ground, while pulling up with his strands of webbing.

"Noooooooooo!" Tracer moaned, his voice growing steadily weaker as his moan went on.

With that Tracer seemingly died once more, the parts that looked organic melting off of his metallic body. Once he was sure the villain was dead, Spider-Man let go of his webs. He then moved over to Spider-Woman who was checking on his Aunt.

"Is she okay?" Peter asked as he removed his mask.

"She's just fainted," Spider-Woman answered, "Probably from seeing Jarvis get shot."

"I'm fine, honestly," Jarvis said weakly as he tried to pull himself up.

Peter quickly rushed over to the butler's side, and checked Jarvis out. He was wounded in the shoulder.

"We need to get you to the medical wing," Peter said to him, "The sooner we get that bullet out, the better."

"After the mess he made?" Jarvis asked, "I have work to do."

"Not until after you're healed," Tony said as he came up the hallway in his armor, helmet removed.

"But, sir…" Jarvis began to protest.

"That's an order," Tony said firmly, "You don't work until you're healed, or I'll let Peter sic May on you."

Jarvis gulped, "Yes, sir."

"Anyone care to explain what's going on?" Captain America asked as he came up from a different hallway nearby, "Why were we suddenly attacked by robots?"

"Robots?" Peter asked.

"Yeah, robots," Captain America nodded, "The strange thing is that the one I fought resembled me in a lot of ways. I could only defeat the thing by beheading it with my shield. Thank goodness Vibrenium is almost as strong as Adamentium."

"Oh man," Peter grumbled, "I thought it was only the Hobgoblin that was causing all this."

"He must have attacked with all the robots that he stole from that company," Tony commented, "I had to deal with a similar robot to my armor."

"The six robots weren't the only problems," Peter sighed, "Tracer decided to show up again as well."

"You don't suppose the two were working together?" Captain America asked, "Tracer and the Hobgoblin?"

"After what just went on today, I wouldn't doubt it," Peter sighed, "At least we've dealt with Tracer. The Hobgoblin will be back another day."

"If I see another robot again it will be too soon!" came Wolverine's growling voice.

Everyone turned to see the Canadian member of the X-men walking from the opposite hallway.

"You two?" Captain America asked.

Wolverine nodded.

"I think the Hobgoblin and Tracer had a robot built for each of us," Peter commented, "The Hobgoblin had a robot with him as well."

"Let's get May and Jarvis to the medical wing before we go any deeper into this," Spider-Woman said from the background, "It'd be better to get things in order before we go around theorizing."

Aunt May at that time began to wake up.

"Where am I?" Aunt May asked.

"You're still at the Avenger's Tower," Tony answered, "We were just going to take you and Jarvis down to the medical wing to make sure you weren't harmed. Tracer and the Hobgoblin launched a pretty powerful attack against us."

"Is Jarvis okay?" Aunt May asked.

"I'm as fine as can be expected, Ms. Parker," Jarvis answered, "I don't need help to get down to the medical wing."

"Would you escort me then?" Aunt May asked, sensing that Jarvis was trying to find some way to go back to his work.

"Of course, madam," Jarvis nodded.

"Wolverine, could you escort the both of them down there?" Captain America asked.

"Sure, bub," Wolverine answered, "And no harm will come to them."

Aunt May managed a few steps before she suddenly turned and looked back at Peter and the others.

"Did you get Mary Jane out of that tube yet?" Aunt May asked.

"MJ?" Peter gasped, shocked to think something had happened to his wife.

"Tube?" Spider-Woman gave a similar gasp.

"Tracer knocked her into a tube in that room that we were in," Aunt May explained, "He tried to hit me, and Mary Jane held him back. He then threw her into this big tube thing."

"Take them down to the medical wing," Tony ordered as he and the others ran back into the room, ignoring Tracer's dead frame.

They quickly found the tube that Aunt May had referred to. Carefully Peter opened the door to find Mary Jane held against the back of the tube by restraints and out cold. He quickly checked her pulse, fearing the worst. He breathed a sigh of relief to see that she was breathing and that her pulse was strong.

"I think she's just sleeping," Peter commented as he began undoing the restraints.

It was Spider-Woman who noticed the mechanical arm that had wrapped around Mary Jane's arm.

"She's not just asleep," Spider-Woman said weakly.

"What?" Tony asked as he helped Peter get Mary Jane out of the tube, "It looks like she's sleeping to me."

"Need I remind you that when I first got my powers, I was put into a coma for a few years?" Spider-Woman questioned.

"What does that have to do with anything?" Captain America asked.

"This is a copy of the device my father invented that first gave me my powers," Spider-Woman explained, "And it's still active."

Everyone gasped back at Spider-Woman in shock.

"What!" Peter gasped.

**To be Continued…**


	4. Aftermath

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is recently completed in the Spider-Man comics.

A New Life

By TVfan

**Chapter 4: Aftermath**

**Avenger's Tower**

"What did you say?" Peter gasped again as he looked Jessica Drew squarely in the face.

Jessica gestured to the tube that Peter had just removed his unconscious wife from and said plainly, "This is the tube that I went into to restore my own powers."

"You said something about it being active," Tony Stark pointed out.

"It was still active after it restored my powers," Jessica answered and then mumbled under breath, "As if there weren't ENOUGH Spider-Women running around."

"What?" Peter gasped, not entirely believing everything fully.

"Your wife was knocked into a tube that gave me my powers," Jessica explained slowly, "The device still works and has plenty of the formula in it. The device activated when the door shut and your wife is currently developing her own powers, if they haven't developed already."

Peter was prepared to advance on Jessica to try and fight her, despite still having MJ in his arms. He couldn't quite believe that all of this had happened. Jessica stood her ground, and in the end it was Tony who had to step between the two of them.

"Peter, for now, let's get your wife down to the medical labs and we'll take a look at her," Tony said calmly, "I'm sure this isn't something you wanted to happen, but that doesn't change the fact that it has happened. Right now all we can do is try to establish what the consequences are. For all we know, the device might not have worked properly and it's just knocked her out."

"What I want to know is why Jessica needed it in the first place?" Captain America asked from his position.

"Didn't you know?" Jessica asked.

"Know what?" the Captain America asked, "I know you retired for a while, but that's about it."

"I 'retired' because the original formula that my father created eventually wore off," Jessica sighed, "Then all these other Spider-Women came out of the woodwork. Two good, one bad. Three good if you count Madame Web. Carpenter and I were helping Web train the third 'Spider-Woman'. Mattie however, is too young to be playing the superhero game, so I persuaded her to use the power she gained from the Gathering of Five ceremony to recreate the equipment that my father used that first gave me my powers."

"So when will your powers wear off now?" Peter asked.

"I had Mattie correct the formula so that the effects would be permanent," Jessica answered, "The whole thing left her drained and while she still has her powers, they won't be back up to strength for years."

"I can imagine," Peter grumbled, remembering the girl who had first masqueraded as Spider-Man after Osborn's 'Gathering of Five' and then became Spider-Woman when Peter returned to the webs, "Mattie's powers were never quite 'god-like'. Would have really disappointed Osborn if he had actually gained them. But why did you need to store this device here? Why didn't you just destroy it when you got your powers back?"

"Just in case Mattie didn't have the power to get it completely right," Jessica sighed.

Peter was about to say something when Jessica then cut him off again.

"But that doesn't matter," Jessica said firmly, "If you're upset about your wife gaining super-powers, maybe you'd like to explain how she and your mother…"

"Aunt," Peter corrected.

"Whatever," Jessica sighed, "how your wife and Aunt got into this section in the first place. Stark set this aside as Avengers only."

All eyes then centered on Peter, who began to look embarrassed.

"I gave Mary Jane the access codes," Peter answered, "None of the intercoms in the other parts of the tower can contact here and since she doesn't carry the special Avengers card, she'd need to come down here if she ever needed to warn me of something."

"You still shouldn't have given her the access codes," Tony said firmly, "We got lucky by the fact that the worst consequence of all this is that she might have her own spider-powers now. I keep a lot of the special fuels, which are radioactive, for my armor in this part of the tower and other pieces of dangerous equipment are stored here. She doesn't know her way around, and she could have very easily been thrown into something more volatile."

Peter only looked down at his unconscious wife, realizing that she could have been killed if the situation had been different.

"I'm sorry," Peter said weakly.

"It doesn't matter now," Tony sighed, "Let's get her down to the medical wing, make sure she's alright and see what's happened."

**Under New York**

The Hobgoblin staggered into the underground base that he and the robots had set out from earlier in the day. He found Ricky sitting on a stack of crates that housed much of the Goblin's weaponry. He slowly lowered his hood and removed his mask.

"How did it go, sir?" Ricky asked.

"Lousy," Kingsley grumbled, "Physically, I fought Spider-Man to a draw, but he cheated and damaged my glider. I'm now going to have to spend some time repairing it."

Ricky said nothing. After a few seconds, Kingsley looked up at the large computer system that Tracer had set up as his chief command console.

"So, have we heard anything from our 'divine' friend?" Kingsley asked.

"Not since he left, sir," Ricky answered.

"That's good news then," Kingsley answered, "We can assume that he's dead then. I wonder what his excuse this time was."

"I neither make nor need excuses," came Tracer's voice from the computer system.

Kingsley and Ricky turned to see Tracer's face on the large computer screen.

"So, did you win?" Kingsley asked.

"Now," Tracer sighed, sounding embarrassed, "You did not construct the robots to my specifications. Spider-Woman was able defeat her copy and Spider-Man was able to obviously defeat you and his copy."

"All you told me to do was put the disk in the computer," Kingsley answered, "Maybe the Avengers are merely better then you give them credit."

"Yes," Tracer mused, "The stupid butler shot me a couple of times."

"Jarvis shot you!" Kingsley laughed, "That's so funny!"

Tracer watched from the screen as both Kingsley and Ricky fell to the floor with laughter.

"Yes, very funny," Tracer answered, "Now reactivate me."

"What?" Kingsley asked.

"My 'soul' is truly immortal," Tracer answered, "My body can die, and when it does, my 'soul' returns here. Thanks to your earlier interference I can not reactivate myself on my own. You must reactivate me."

"Why should I?" Kingsley asked.

"You need me to defeat Spider-Man," Tracer answered.

"You couldn't even beat his butler!" Kingsley laughed back at him.

"And you need me," Tracer replied, "Without my files on all the world's heroes and villains, you can't possibly handle them if they decide to gang up on you."

"Ricky?" Kingsley asked as he turned back to his servant.

Ricky leaned back and then pulled up a stack of papers from the ground behind him. Kingsley carefully took them and smiled as he did so.

"I had Ricky, here print out the list while we were out," Kingsley smiled, "I don't need you for that."

"I am stronger then both you and Spider-Man combined, and powerful enough to make sure that the arachnid's spider-sense is not a factor," Tracer commented.

"And twice as arrogant," Kingsley snorted back, "Your little robot that mimicked Spider-Man mentioned that I was a pawn. We were supposed to be partners. Partners don't refer to each other as pawns."

Kingsley then set his glider on top of another set of crates in a manner in which he could begin working on repairing his equipment.

"I don't think I want to reactivate you, and besides, I can't remember what button I pushed that activated you in the first place," Kingsley commented.

Tracer illuminated the button that Kingsley had pushed when he first came to the underground base.

"This is the button," Tracer answered.

"Sorry," Kingsley replied, "Busy."

Tracer's face only growled on the screen.

**Avengers** **Tower**

Mary Jane lay quietly on a examination table, clothed in her underwear and a medical gown. Peter protested at having to change his wife's clothes but Tony said the process was necessary so that equipment could do a full analysis, so he and Jessica removed her outer cloths and put the medical gown on. Mary Jane slept on threw all of this.

Tony meanwhile had moved over to a series of computers that were displaying the results. He looked closely at the screen's image. It showed the outline of the human body and various sections were being illuminated as data from the devices scanning Mary Jane was received.

"Interesting," Tony commented.

"What is it?" Peter asked, still wearing his Spider-Man costume, minus the mask.

"Well it's the results," Tony answered, "I'm no biologist, but the computers do have a list of everyone's powers and what parts of their body are truly affected by them, with the exception of me, since my power is in my armor."

Tony then turned and pressed a few buttons and screen showed a similar outline of the human body. The skin however was surrounded by a green light while the muscle structure was covered in a red glow.

"This is what the medical scans show for where Luke Cage's powers are," Tony explained, "His skin is nearly impenetrable and his strength is far beyond most superhumans and do not wear down that easily."

Tony pressed another set of buttons and another screen lit up with another outline of a human body. The muscles were illuminated in a red light. The nerves were illuminated in a yellow light. The lungs and heart were illuminated with a blue light.

"This is Steve's," Tony continued, "The super-soldier serum gave him enhanced strength and quick reflexes and superhuman stamina."

Tony then pressed a few more buttons and another screen illuminated showing the outline of a human body. The skeleton was illuminated in a gold light and rest of the body was lit with a purple light.

"This is Logan," Tony explained, "His powers are obviously in his unbreakable skeleton and claws and his mutant healing factor."

"What does all this have to do with Mrs. Parker?" Jessica asked.

Tony then pressed another series of screens pulled up the outlines of the human body, one on each side of the screen that was displaying the results that the equipment was getting off of Mary Jane. Both showed the musculature illuminated in a red light and the nervous system illuminated in a gold light. One had hands that were illuminated with a green light and blue light coming from the area around what could only be ovaries. The other, showed a green light on each wrist and a purple light inside the brain.

"Okay," Tony began, "The one on the right, is you, Jessica, while you, Peter, are the one on the left. They show your obvious similar powers of superhuman strength, enhanced reflexes, and wall-crawling ability. Jessica's shows her venom blasts and her pheromone powers. While Peter shows his organic web shooters and his 'spider-sense'."

Tony then turned the screens for Luke, Logan, and Steve off, leaving Jessica's, Peter's, and Mary Jane's on.

"Now again, I'm not a biologist," Tony began, "But it looks as though Mary Jane is gaining a combination of your powers. Her musculature seems to be getting stronger, and it is detecting the small hairs necessary for wall crawling. And while she seems to be gaining Jessica's pheromone powers, she is not gaining her venom blasts but rather Peter's web shooters and the 'spider-sense'."

"So the tube worked then?" Peter grumbled, sounding defeated.

"As I said before," Jessica grumbled, "As if there weren't enough Spider-Women around."

"I'm sorry if what Tracer's done has infringed on your uniqueness," Peter growled back, "You should have destroyed that stupid tube once you got your powers back."

"Enough of this," Tony said, coming between the two of them, "Fighting each other is not going to undo what has been done or make anything better."

"Can you undo this?" Peter asked hopefully.

"I'd need to be an advanced biologist, and considering the radiation factor, I'd need to have minored in the nuclear field as well," Tony answered, "Neither of which I did. I know enough about radiation to use it a fuel source, and some of the Stark Enterprises workers have found a way to cleanly dispose of the waste, but no one knows enough to tinker with anyone's DNA, especially involving radiation. Banner might be able to understand the radiation part and Richards might get the biology part, but we have no one that can do both."

"Like I said," Jessica said again, "We've got another Spider-Woman on our hands."

Peter was about to flat out punch her when Tony caught his arm, thankful that he was still wearing most of his armor and answered for Peter in a much calmer manner.

"Having powers doesn't mean that she will become another 'Spider-Woman'," Tony answered, "talk with Logan, there are many mutants out there that aren't superheroes or part of the X-Men."

Jessica quieted down, while Peter calmed down.

"I didn't want this to happen," Peter said weakly.

"We all know that," Tony sighed.

"How long until she wakes up?" Peter asked.

"I don't know," Tony sighed, "Jessica might be the best one to answer that question.

Peter turned his attention over to Jessica. The woman sighed and sat down in one of the chairs.

"I don't know either," Jessica said finally, "The first time, when my father used the device to save me, I was in a 'coma' for years. When Mattie and I recreated the device and I used it on myself, I was out for a few days. Given the fact that she's developing powers that I don't have and isn't developing all of my powers, there's no way I can give any experience based answer. She could be out for a day. A year. Shoot, she could even end up in a coma like I did."

Peter immediately looked depressed. Jessica placed a hand on his shoulder.

"I hope it doesn't end up that way," Jessica said trying to comfort him.

"We should let her sleep for now," Tony advised, "But you might want to make sure that she doesn't have to be anywhere today…"

Peter's eyes snapped open, remembering Mary Jane's rehearsal.

"Oh man! What time is it?" Peter asked.

Tony looked at a nearby watch and answered, "Nearly one in the afternoon."

"Oh man, Mary Jane's rehearsal starts in half an hour!" Peter exclaimed and leaped to his feet, "I need to get down there and let the director know that she can't make it."

"You?" Jessica asked, "Shouldn't you stay here with her?"

"I should," Peter agreed, "But MJ's told me that the director shuts off his phone half an hour before rehearsal starts so that he can focus. I'm the only one who can get down there in time and have a legitimate reason for being there."

With that, Peter pulled his mask back on and went in search of a window to leave from. Mary Jane, meanwhile, slept on, although it was clear that she wasn't dreaming comfortably.

Elsewhere in the Tower, Aunt May watched Steve finished the basic first aid that Jarvis needed taken care of. The elderly woman was greatly relieved that he would be able to make a full recovery.

"There," Steven Rogers commented as he tightened the bandage that kept the wound closed, "I guess first aid training in basic still comes in handy."

"Thank you, Mr. Rogers," Aunt May said gratefully.

"It's nothing," Steve answered the elderly woman, "Besides, it looked to me like you took his wounding pretty hard."

Aunt May was about to answer when Tony stuck his head in the doorway.

"How's he doing?" Tony asked.

"He'll make a full recovery," Steve answered, "Tracer only got him in the shoulder."

"Where's Peter?" Aunt May asked.

"He's gone to inform Mrs. Parker's director that she won't be able to come in today," Tony answered, "He should come back as soon as he's done."

Aunt May then turned her mind to what had happened to Mary Jane.

"How is she?" Aunt May asked.

Tony sighed, "From what we've been able to analyze, the device has given her powers similar to both Peter and Jessica. She's still unconscious. Peter can hardly believe it and Jessica is pretty frustrated that there's another woman with spider-powers."

"Oh dear," Aunt May managed.

"Isn't there anything you can do?" Steve asked.

"If I were a biologist and an expert with radiation, maybe," Tony answered, "But I'm better with robotics. There is nothing I can do."

There was a silence for a few moments before Tony spoke up again.

"I'm actually here to get your help Steve," Tony sighed, "If you help me lug Tracer's body down to the lab we can examine him and figure out how he came back in the first place. That should help Peter out."

"Okay," Steve nodded, "You two will be alright?"

Aunt May nodded as Jarvis slowly pulled himself out of the chair.

"I can take her down to where Mrs. Parker is," Jarvis answered.

**Daily Bugle**

Meanwhile, at the main offices of one of New York City's larger newspapers, the phones were ringing off the hook as various witnesses called in to report the battle that occurred at the Avenger's Tower. Struggling to maintain some sense of order in the building was a middle aged man with his trademark 'Hitler' mustache, J. Jonah Jameson.

"I don't want deadbeats calling in to tell their story!" Jameson screamed at a secretary, "I want police reports! I want a quote from Spider-Man or one of the other Avengers! I want to know where Parker is!"

"No one has been able to get in contact with the Avengers, and the only people who have called in with the story are witnesses who were driving or walking in the area," the secretary answered, "You have to take some of their stories."

"Get Urich there!" Jameson insisted, "He'll get the story! Tell him to get some reports from someone in the Avengers, preferably Spider-Man. And will someone please find and bring Parker here! We need pictures!"

People nodded and quickly went about their work. Many running about and placing more phone calls. Jameson only sighed and stalked back into his office.

**Off Broadway Theater**

Peter gasped as he made his way into the theater after landing on the roof, changing into Peter Parker's clothing and managing to climb down to ground level without attracting any attention. He had a few minutes before the director started his rehearsal, so Peter was nervous about running into security. Strangely he found none. He shrugged it off as he made his way into the auditorium that was built around the stage.

He found multiple actors and actresses on the stage walking back and forth, many were talking with each other and few others were simply reading from a script. Meanwhile, standing near the stage was what Peter assumed to be the director. The man had his back to him, but he was busy giving instructions to the various actors and actresses on the stage. Peter quietly walked up behind him. He stood quietly waiting as the director continued speaking to his actors.

"Okay, George, remember, you're to be very excited when you hear the first part of the news and then horribly depressed when you hear the second part, got it?" the director yelled out, "And has anyone seen Mrs. Parker this afternoon? Her character is supposed to be giving the news to George's character."

"I haven't seen her," one actress said, "She might be late."

"I haven't seen her either," George answered, "And she's rarely, if ever, late."

"You got an extra wanting to talk to you, boss," an actor commented from the side of the stage.

The director turned to look at Peter. The man looked him up and down and finally folded his arms across his chest.

"Who are you and how did you get in?" the director growled, "I know you aren't in this play."

Peter raised his hands up in defense, "I know I'm not in your play, I'm just here to give you a message."

The director raised an eyebrow, and then looked at his watch.

"You have two minutes," the director said in a firm voice, "Then I'm calling security and having you arrested for trespassing."

Peter gulped and quickly began to explain, "Well, you see, I'm Peter Parker, 'Mrs. Parker's' husband and…"

"Husband?" the director interrupted, "Why are you here and she isn't?"

"Well, as I was saying," Peter tried to explain, "She wasn't feeling well last night and hasn't felt any better since. She's tried to power through it, but it finally got the better of her about an hour ago."

"You're saying my lead actress is sick?" the director demanded.

Peter nodded.

"Great," the director mumbled under his breath, "Just great. Do you know her lines?"

"No," Peter answered, "Why?"

"If she's sick, I need someone to voice her lines," the director explained, "I can't punish the rest of the cast because your wife is sick."

"I'm sorry but I don't know her lines," Peter answered weakly.

The director sighed again and then turned to the rest of the actors.

"Okay, you people got a thirty minute break while we wait for one of Mrs. Parker's backups to get here," the director ordered to them and then turned back to Peter, "tell your wife to get better quick. She's one of the best actors I have."

"No problem," Peter said with a weak smile and began to make his way out.

Once outside the theater sneaked into an alley and dressed himself once more in his Spider-Man costume. Web-slinging his way up onto the roof of a nearby building, Peter looked toward the Avengers Tower, where his wife lay unconscious and repair droids were still working on fixing the windows. Intense feelings of guilt washed over him.

"I let this happen," Spider-Man muttered to himself, "It's my fault this has happened. If I had been with her, this wouldn't have happened."

Spider-Man then leaped from the roof and slowly began web-slinging back to the tower.

"I should have been with her," Spider-Man thought to himself.

Half way back to the tower Spider-Man heard a terrified scream come from below him. He glanced down to see a group of muggers advancing on a woman, her male companion already on the ground, out cold or worse. Flashes of Mary Jane laying unconscious on the medical table flashed across his mind and Spider-Man immediately let go of the strand of webbing that he was holding.

Spider-Man came down and delivered a powerful blow the back of the head of one of the muggers. He fell quickly to the ground and Spider-Man bounced off the ground and flipped up to get between the other two muggers and the woman.

"No one else gets hurt today, do you hear me!" Spider-Man screamed at the top of his lungs and prepared to deal with the muggers.

The first of the remaining two muggers lunged at Spider-Man, brandishing a knife. Spider-Man easily dodged the blow and punched the mugger in the face as hard as he could. The sound of the mugger's nose breaking was quite audible.

"DO YOU HEAR ME!" Spider-Man screamed again.

The other mugger charged and managed to land one punch on Spider-Man, but it did nothing as Spider-Man lifted him into the air and threw him into a fire escape. The frustrated hero then webbed all of the muggers in place so that the police could come and take them off to jail.

"Do you hear me?" Spider-Man said again, this time weakly.

"Spider-Man?" the woman asked behind him, half frightened, half nervous, "Are you alright?"

Spider-Man turned to look at the woman. Upon seeing her hair color reminded him of Mary Jane and he had all he could do to keep from breaking down. While the woman had her hair cut fairly short, it was the same shade of red that Mary Jane had, and that reminded him of his wife, currently laying alone in Avenger's medical facility.

"Are you alright, Spider-Man?" the woman asked again.

"No," Spider-Man answered, breaking down and leaning against a wall, "Something's happened to my… to someone I care for deeply."

"I'm sorry for your loss," the woman said sympathetically as she moved to check on her unconscious male companion.

"She's not dead," Spider-Man answered.

"Just hurt?" the woman asked, "I'm still sorry."

"Something's happened to her that neither her or I wanted to happen," Spider-Man explained, "She's not exactly hurt, per say."

"No one ever wants to be hurt," the woman commented, "I hope she gets better."

Knowing he couldn't say anymore without giving away entirely what had happened earlier in the day, Spider-Man could only nod.

"I hope she does too," Spider-Man sighed as he shot out a webline and began to resume his journey back to the Avengers Tower.

**Avengers** **Tower**

Spider-Man returned to find Ben Urich talking with Tony in one of the main living rooms. He also noticed that Tony was back in a standard business suit. He was thankful he hadn't yet removed his mask, as he didn't want it being told to the Bugle that it was really Peter Parker who was Spider-Man.

"So you're comfortable living with all these superheroes, Mr. Stark?" Urich asked Tony.

"Always have," Tony answered, "I've always had Iron Man as a body guard and I've always done my best to see that the Avengers's financial needs are seen to."

"Can you give us a quote as to what happened here this morning?" Urich asked.

"Why don't you ask one of the heroes who was involved in the fight," Tony commented as he pointed toward Spider-Man, who had been trying to get around them without attracting attention.

Urich turned to see Spider-Man and almost smiled instantly.

"Spider-Man!" Urich said with a smile, "It's great to see you."

"Uh, hi Mr. Urich," Spider-Man answered.

"Could I ask you what happened here, earlier today?" Urich asked, "Something for the Bugle?"

"Nothing much," Spider-Man shrugged, "The Hobgoblin and a villain called Tracer attacked the building in an attempt to get me and at least keep the other Avengers distracted."

"Wasn't Tracer the name of a ROBOTIC villain that terrorized the city recently?" Urich asked.

"He was," Spider-Man nodded, "He believes himself to be the 'God' of robots."

"Where are they now?" Urich asked.

"The Hobgoblin fled when things weren't going entirely his way," Spider-Man explained, "and Tracer is currently offline. The Avengers have his shell."

"Shell?" Urich asked.

"He's a robot," Spider-Man answered, "When he's beaten, he's sort of 'died' in a way of speaking by sending his corps consciousness somewhere else."

"I see," Urich answered, "So the villains are defeated."

"For now," Spider-Man sighed.

"I think that covers the basics, which is all I need," Urich commented, "Thanks, Spider-Man."

"Say, you said you worked for the Bugle?" Spider-Man asked, trying to sound as calm and 'Spider-Man-like' as he could.

Urich turned and nodded.

"Tell your boss you gotta pay Parker more," Spider-Man said, "I love his pictures."

"I can try," Urich nearly laughed, "Jonah is not big on raises, even for those of us who are actually employed full time by the Bugle."

Urich then slowly left, leaving Spider-Man and Tony alone.

"So how did the visit with the director go?" Tony asked, once Urich was well out of earshot.

"Fine," Spider-Man answered removing his mask, "He's a little frustrated, but fine. How is she?"

Tony looked down, "Still asleep. May and Jessica are with her."

Peter sighed and slowly began to change back into his normal clothes. Largely pulling out of the web-pack on his back and then pulling them on over his costume. He had to remove the web-pack when it came time to put his shirt on. The two slowly made their way down to the medical lab. Aunt May and Jessica were seated on one side of the medical examination table that Mary Jane was still asleep on.

"Has there been any change?" Peter asked as he came closer.

"Still asleep," Aunt May sighed looking up at Peter with a nervous look on her face.

"And not comfortably," Jessica added, "She looks as if she's in a nightmare."

Peter looked down at his wife to see that her eyes were shut tightly and her head was rolling from side to side. Mary Jane wasn't making any noise, but her lips seemed to be mouthing the word 'no' over and over again.

"If it helps, Peter, I'm sorry for my comments earlier," Jessica sighed, "I mean, I've heard about all the stuff you had to go through with the clones and all, and I'm sure that was rough, but I've had to deal with one, losing my powers, and two having three women take my 'name' to fight crime or fight for criminals. There are some people who mistake me for the Spider-Woman that Doctor Octopus created and the Spider-Women that Julia Carpenter and Mattie Franklin were. I never had any of the rivalries that Carpenter had or those that Franklin had, but some curious people, who knew things about their adventures, asked me about them. Do you understand who frustrating that can be?"

Peter nodded, "I've had to answer some questions about Ben Reilly's adventures as Spider-Man on occasion."

Jessica paused for a moment to remember some the stories Peter had told her since the new Avengers team had been formed.

"I'm just afraid she'll end up being the fourth Spider-Woman in existence and I'll have to answer questions about another Spider-Woman," Jessica sighed, "I meant nothing personal toward you or your wife."

Peter returned his eyes to Mary Jane and sighed himself.

"It's alright, I guess," Peter sighed, "I shouldn't have reacted so personally to your comments. I've been feeling guilty; I guess that all this happened. If I had been with her, this wouldn't have happened."

"If you'd been with us, the Hobgoblin and his robot might have defeated the other Avengers while they battled their robot double," Aunt May argued, "Then you'd be facing Tracer, the Hobgoblin, and six robots. You couldn't have beaten all of them."

Peter sighed, "But we're in this current boat right now the way things went on in reality. What if I had actually managed to leave the tower before they attacked? You all could be dead by now."

"You shouldn't think that way," Aunt May insisted, "You shouldn't kill yourself because things don't go as you think they'd go. Life doesn't always go as we plan. That's what makes life, life. Be glad that Mary Jane is still alive."

Peter sighed again, "I am. It's just that I didn't want this to happen."

"None of us did," Jessica answered.

Peter watched Mary Jane shake her head back and forth, still asleep and sighed again.

"I don't think Mary Jane will want to become another Spider-Woman," Peter said to Jessica, "But, if something happens like that, I'm sure we can think of a different name. That would be about all that we can do now."

Jessica nodded and turned back to look at Mary Jane and wondered a loud, "What do you suppose she's dreaming about? I never remember having nightmares when I first got my powers or even when I had them restored."

"I don't know," Peter answered, "But it looks bad."

**Dreamscape**

Mary Jane quietly walked down an abandoned street in Manhattan. It was strange and frightening to her. The normally bustling metropolis was abandoned with no one in sight, and she couldn't even hear anything.

"This is strange," Mary Jane mumbled to herself, "Where is everyone?"

She cautiously crossed a street, fearing that a vehicle might come speeding around a corner. No vehicle appeared. After a few moments she heard a growling voice growl down from above her.

"Thief!" the voice growled.

Mary Jane looked up, but saw nothing and kept walking. After a few more steps she heard the voice again.

"Thief!" the voice growled louder.

Mary Jane looked up again, this time to see a monstrous female humanoid spider-like creature. It was covered in black hairs and had multiple yellow eyes and thick claws growing from the fingers on the hands and feet of it's eight limbs. Somehow, though, Mary Jane could see some of Jessica's facial features in the creature.

"Thief!" the creature yelled at her and dropped to the ground in front of Mary Jane, baring its fangs, dripping with venom.

Mary Jane screamed bloody murder and began to run in the opposite direction as fast as she could. She occasionally glanced over her shoulder to see the creature chasing her. Strangely, despite its eight limbs it wasn't gaining on her. She figured that such a creature had to have great speed on its own, far greater then anything she could do. She ran about three blocks before she saw a door open. Without hesitating, she ran through the door and shut it behind her. She sighed as she heard the creature banging on the door outside.

"What is going on here?" Mary Jane wondered to herself.

Then she heard Peter's voice call out from somewhere in the building she was in. She blinked uncontrollably. She didn't know which building she was in, and she didn't know how Peter could even know she was in the building. She didn't see him anywhere.

"Mary Jane," Peter's voice called out.

"Peter?" Mary Jane asked, "Is that you?"

"Where are you?" Peter's voice asked back, "I need you!"

The sounds of the creature outside the door had suddenly disappeared and Mary Jane decided to follow Peter's voice. She had to figure out what was going on.

"Where are you?" Peter's voice asked again.

"I'm right here," Mary Jane answered, knowing the line was stupid, but it was better then saying she had no idea where she was, "where are you?"

"In the bedroom," Peter's voice answered.

"Bedroom?" Mary Jane wondered to herself, "I ran into an office building. I know that much. Why would an office building have a bedroom?"

"Where's the bedroom?" Mary Jane asked as she entered a long hallway.

"At the end of the hallway," Peter's voice answered, "on the right."

Peter's voice went silent and Mary Jane walked slowly toward the end of the hallway. She found the door slightly open, and as she pushed it open the rest of the way, she found the room dark. Flipping the switch on, Mary Jane then found the room empty, other then a large bed.

"I could have sworn I heard his voice," Mary Jane muttered to herself as she walked further into the room.

After a few seconds she heard the door shut behind her, and she turned around to see what had caused the door to shut. What she saw made her scream again. It was another humanoid-spider creature. This one was obviously male with brown hairs and some of Peter's facial features.

"Why are you screaming?" the creature asked.

Mary Jane's eyes widened. The creature had Peter's voice.

"Peter?" Mary Jane stammered.

"Yes," the creature answered, "Why are you screaming?"

"Peter… what happened to you?" Mary Jane asked, visibly frightened.

"Nothing happened to me," the creature answered, "Why are you screaming?"

"Peter, you may have spider-powers, but you're not a spider," Mary Jane said firmly, backing up to the bed as the creature came slowly closer, "Something had to have happened to you!"

"Nothing's happened to me," the creature insisted, taking Mary Jane in his arms.

The thick hairs on the creature's six hands tickled Mary Jane's skin, and Mary Jane was fearful that the creature was going to kill her. Yet the creature held her gently, just like she knew her Peter would.

"I'm afraid," Mary Jane managed to stammer out.

"Afraid?" the creature asked, "Why should you be afraid? We're two of a kind."

"Two of a kind?" Mary Jane asked.

The creature then gestured to a large mirror beside them that had suddenly appeared out of nowhere and stepped back. Mary Jane sighed and looked at the mirror. She then screamed louder then she ever screamed before in her life. Her reflection in the mirror didn't show the human form she was used to, but the form of another female humanoid-spider creature, covered in red hairs.

"No!" Mary Jane gasped, stepping backward away from the mirror.

She looked down to see six arms, each with hands that had fingers that ended in sharp looking claws. She had sharp claws on her feet as well. She looked back into the mirror and saw the multiple eyes and glistening fangs.

"NO!" Mary Jane screamed, "This can not be!"

"What's wrong?" the creature asked.

"What's wrong?" Mary Jane shrieked, "I'm human. I'm not supposed to look like this!"

Mary Jane then raised her hands to her head, and flinched as she felt six palms touch her forehead.

"I'm not supposed to look like this!" Mary Jane insisted.

"But it's who you are," the creature said from the other end of the room.

"NOOOOOOOOOOO!" Mary Jane screamed.

**Avenger's Tower, Medical Labs**

Mary Jane's eyes opened suddenly and she sat up with a start. She was screaming the last words she remembered saying from her dream.

"NOOOOOOOOOOOO!" Mary Jane screamed.

"My goodness," Aunt May sat back, covering her ears.

"MJ!" Peter gasped as he stood up and grabbed Mary Jane by the shoulders, "MJ! Snap out of it!"

Mary Jane blinked and saw a very human Peter Parker gripping her buy the shoulders. She looked around to see that she was in one of the tower's medical labs and that Peter wasn't the only one there. Aunt May sat in a chair just to her right while Jessica, still in her Spider-Woman costume, minus the mask, was sitting in a chair to her left. She looked down at herself, and while she noticed that someone had put a medical gown on her, she was still human.

"Peter!" Mary Jane exclaimed and pulled her husband into a tight hug, "Thank goodness you're normal."

"Huh?" Peter asked, confused that that was the first sentence out of Mary Jane's mouth.

"I had a nightmare, Peter," Mary Jane answered, "A horrible nightmare. It was scary. I was walking through an abandoned New York and was attacked by a spider creature. And then I went to a building to discover you were in it, but you were also a spider creature and then I found out that… that I was a spider creature! It was horrible."

"Oh my," Aunt May gasped.

"Sounds like quite the nightmare," Peter commented.

"Almost prophetic in a way, though," Jessica commented.

"What?" Mary Jane asked, somewhat confused.

She looked around to see Jessica, Peter, and Aunt May exchange glances. All of them new something that she didn't.

"What?" Mary Jane insisted, "What is it?"

"Mary Jane, what was the last thing you remember before you blacked out?" Jessica asked with a very straight face.

The redhead thought for a moment and then began to answer.

"Well, May and I were in this storage room, trying to get away from Tracer, or at least find an Avenger," Mary Jane began to explain, "But we ended up trapped and Tracer came in after us. I saw him advancing on Aunt May, intending to kill her, so I leaped up and grabbed his arm so he couldn't make the blow he was intending to. He didn't like that I'd made contact with him and he threw me into this strange tube. The door shut and lights suddenly came on inside it. The last thing I remember is that I was beating on the door, frantically trying to get out. Then something stuck me in the arm, and I was out like a light."

It was Jessica who then began to explain what had happened. Mary Jane gave her all the attention that was required.

"Did your husband tell you anything about how I lost my powers?" Jessica asked.

"Wasn't that what gave the second Spider-Woman the justification to take the name?" Mary Jane asked.

Jessica nodded, "Well, the tube that Tracer threw you into was the device that allowed me to regain my powers. The device was still active. You blacked out because a special hypodermic needle that was part of the tube was injecting you with the serum that restored my powers."

"It…?" Mary Jane gasped in shock.

"Tony's run tests," Peter said weakly, "Your powers should be developed by now."

Mary Jane put her face in her hands.

"Oh man, the nightmare was right," Mary Jane mumbled, "I don't want this."

"None of us wanted this," Peter tried to comfort her, "I've actually felt it partially my fault that this happened."

"I've…?" Mary Jane began to ask.

"You seem to have a mix of both your husband's and my powers," Jessica answered, "Which is fairly interesting. Apparently the serum doesn't affect everyone in the same way. I always thought that anyone who used it would gain the same powers I have…"

"But the scanning equipment indicates that you have something like my spider-sense and the organic web shooters," Peter finished, "In addition to enhanced strength, reflexes, wall-crawling ability, and I think you got Jessica's pheromone powers as well."

Mary Jane only sighed and sat back.

"I don't want to run around in spandex for the rest of my life," Mary Jane insisted.

"You don't have to, dear," Aunt May said calmly, "Just because you have the ability, doesn't mean you have to use it."

"What about your husband's saying?" Mary Jane questioned.

"About power and responsibility?" Aunt May asked back, "Peter does more then enough to take care of that. Be a good person and don't break any laws, but you don't have to be a superhero just because you've gained super-powers."

"But almost everyone who ends up with… with powers ends up using them in one way or another," Mary Jane sighed, "I just want to be normal."

"I don't think the word normal has ever applied to our family," Peter sighed back, "This will just have to be something that we have to get through."

"But, even if you don't intend to use your powers, it might be a good idea still to learn how to use them," Jessica commented, "You don't want to accidentally use your strength to its fullest potential and harm someone or break something. Or get overly excited and use your pheromones. I'm sure the last thing you want, as a married woman, is to have some strange man hit on you."

"I've always had that problem," Mary Jane answered, giving a weak attempt at humor.

There was a weak chuckle that rose up, but nothing much more.

"We can help you get used to all of this," Peter sighed, "And I'm sorry."

"It wasn't your fault," Mary Jane answered, "I guess I can't really escape what's happened."

"No, you can't," Jessica answered.

"Why did you have the tube here in the first place?" Mary Jane asked curiously, "If you got your powers back, you wouldn't need it again."

"It is possible that I could lose them again," Jessica answered weakly, "If you really don't like having yours, it is possible that your powers could be lost at some point. I asked Tony to store it here, because I didn't want someone finding it and using it to take my identity."

Mary Jane nodded.

"And if you do end up wearing spandex, and you take my name, I'll hurt you," Jessica answered.

"I don't want to wear spandex," Mary Jane answered.

"Promise me you won't call yourself 'Spider-Woman' if you do," Jessica insisted.

"Fine I won't," Mary Jane answered, "Because I won't be running around in public in my underwear."

**Elsewhere**

It was time. Claws dug into the webbing that made up the cocoon that had wrapped around it for the past few weeks. Eventually after a few mighty slashes and pushes, two grey, clawed hands pushed through the cocoon in the roof of a church in Manhattan. Embryonic fluid burned its skin, but the newly 'hatched' creature was not concerned with that. It's only thoughts were about Spider-Man, its 'other'. It had to deal with Spider-Man.

**To be Continued…**


	5. A Quiet Saturday

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is recently completed in the Spider-Man comics.

A New Life

By TVfan

**Chapter 5: A Quiet Saturday**

**Central Park**

Peter quietly walked down a path in the middle of Central Park. His mind was still trying to deal with the recent twists life had thrown at him recently. Most important among these was the fact that thanks to Tracer and the Hobgoblin's attack on the Avenger's tower, Mary Jane had wound up with her own powers. He didn't want that to happen, and he knew that she didn't want that to happen, but it was something that both would have to deal with. At the same time, he wondered why he bothered thinking about whether or not Mary Jane wanted her powers. He hadn't wanted his when the spider bit him. Many people who had powers didn't want them when they got them.

None the less, the past several days, and Peter would have much rather stayed at the tower to be with his wife. He wanted to help her. Of course the fact that he had promised to meet Flash at three had made that impossible. So, here he was, walking to where Flash said he would meet him. Flash, himself, was an altogether different problem. As his mind wandered from worrying about MJ to the other various problems that Peter had to worry about, he wondered about what had happened to Flash and how he had wound up with amnesia.

"He was acting very strange on my last teaching day," Peter thought to himself, "It's not just that he has amnesia and has forgotten every meeting I've had with him since High School, he's forgotten some of the events of High School. We never got along in High School, but when he showed up and announced he was teaching, he acted like we had been the best of friends in High School."

Peter arrived at the spot first, and checked his watch, and found he was five minutes early.

"The one day I'm early for anything," Peter mumbled to himself and sat down on a park bench.

His mind still wondered about both Flash's condition and what was going on with him. It confused Peter beyond all belief. Flash Thompson had been his greatest tormenter in High School, but he had showed up at Midtown and acted as if their relationship was nowhere near what it actually was. Peter wondered how Flash could forget so much of his life because of one car accident. Of course, it also reminded Peter why he'd become a photographer and not a doctor. Then, his thoughts were suddenly interrupted.

"Hey, there Pete!" came Flash's voice from behind him, "How are ya hanging?"

"I'm doing alright, I guess," Peter lied, really he wasn't feeling all that great. He wasn't sick, but he felt down, considering everything that had happened.

"How are you doing?" Peter asked for the sake of being polite.

"I'm doing pretty good, actually," Flash answered, "The sports teams at Midtown could be better, but give me a year or two, and I think I could turn them around."

"You gonna tell them how you single handedly won 'state' for the football and basketball teams?" Peter asked trying to be humorous.

"Thought about it," Flash answered seriously, "Although I haven't gotten that far yet."

The two men sat on the bench in a somewhat nervous silence.

"So what happened to the nurse?" Peter asked, trying to generate some form of conversation.

"Well," Flash began, "I had recovered enough so that everything was fine, physically so I simply told her to get lost."

"You told a nurse to get lost?" Peter gasped.

"Do you think I'd go around with annoying nurse that wasn't hot?" Flash asked back.

Peter shook his head, "No, I guess you wouldn't, but don't you think that might have been a bad decision. You know? You took a pretty good 'whack' in that accident. A lot of times when stuff like that happens, it does more then break bones or cut skin. You could have gotten… I don't know… amnesia or something."

"Nah, I couldn't have gotten amnesia," Flash shrugged it off, "I'm too tough for that sort of stuff. And I don't think my decision was bad, but if you can find me a hot nurse, I'll take her any day."

"I'm sure you would, Flash," Peter half chuckled.

"So, where's the hottie you married?" Flash asked looking around, "She around?"

"Please stop referring to Mary Jane as a 'hottie', it's not polite," Peter answered.

"But she's hot!" Flash insisted.

"We're supposed to be more mature then our students, Flash," Peter pointed out.

Flash groaned, "Fine. Where's your wife?"

"She's currently busy with some stuff at our apartment right now," Peter answered, "Probably practicing for her next play."

**Avengers** **Tower**

Mary Jane meanwhile sat quietly in a rather uncomfortable chair with a very frustrated look on her face. Jessica had decided to start with the process of training Mary Jane with her recently acquired powers fairly quickly. Mary Jane would have preferred to work with Peter and with Peter only, but the fact that Mary Jane also had Jessica's pheromone powers, left Mary Jane with Jessica for the time being. At least until she could learn to control her own pheromone powers. This frustrated Mary Jane somewhat, because she didn't really think of the ability to arouse men as a super power.

"How often would Jessica use this 'power' in a fight anyway?" Mary Jane wondered to herself, "I could see using it on the nights that Peter and I are active in bed together, but not for anything else."

"I don't smell anything," Wolverine commented.

Mary Jane cringed as the hairy man who was both an Avenger and an X-Man spoke. Of all the Avengers, Wolverine was the only one that Mary Jane didn't like. Captain America was an historic superhero. She'd never admitted it to anyone, but she remembered doing a report on the Star Spangled super soldier in elementary school. Largely saying that he saved the world during the Second World War. Iron Man was a respected businessman. True, Tony Stark had his faults, as everyone does, he was someone that Mary Jane respected. She would respect anyone who willing put themselves in a cramped metal container to help people. She got along well with Luke Cage, although he largely went his own way and was rarely around to talk with Mary Jane. She respected Jessica like a friend, not because the two now shared powers, but the fact that Jessica had seemed to be very nice, and she obviously loved Peter.

But Wolverine was different. He was vulgar and sometimes cursed for no apparent reason. Peter had uttered a few choice four letter words from time to time, but usually after something had totally frustrated him beyond the limits of his temper, and resulted in a quick lecture from Aunt May. Peter would also apologize shortly afterward as well. There was also something that seemed animalistically aggressive about Wolverine. His claws, the fact that his canines were slightly longer then normal human's, the hair, and occasionally his own behavior frightened Mary Jane. She preferred to keep her distance from Wolverine for that reason. She knew he was a good guy, and somewhere deep down a friendly person, but she was still fearful of him.

"You need to focus, Mary Jane," Jessica instructed from behind Wolverine, "I know this isn't something you're fond of, but you will have to learn how to control it."

"This isn't any easy subject for me," Mary Jane answered, "Not because it involves having 'super-powers' because I don't feel this is a non-private matter."

"I know this isn't a common super power, but it's one you'll have to master," Jessica insisted, "Or else whenever you get overly angry or excited or frustrated, you might release your own pheromones, and any male in the room will be automatically attracted to you. And this isn't 'hey she's cute' attracted, it will be, 'she's turned me on' attracted. Trust me, I know this from personal experience."

"Could I ask you what you might use this power for anyway?" Mary Jane asked.

Jessica shrugged, "I've haven't used it in fights all that much really, but when I have, I've used it to distract them. They become distracted by my pheromones to notice a punch that I throw or one that a teammate throws."

"Can we get this going along," Wolverine grumbled, "I had other things I intended to do with my day."

Jessica nodded, "Okay, Mary Jane, you can do this. Just relax your outer self. Try to focus your mind on something that you find somewhat attractive. That's what I've had to do in situations where I'm trying to use this power to my advantage."

"What if it works?" Mary Jane asked.

"If it works, you should release your own pheromone powers on command," Jessica explained.

"No, what do I do when it works?" Mary Jane rephrased her question, "I'm not the scientist in my family, but I do know that pheromones attract members of the opposite gender. I…"

"Once it is obvious that Logan has picked up the scent, all you need to do is use the same concentration and focus and think of something that you find unattractive," Jessica sighed, "in emotion intense situations the same tactic should work to prevent you from releasing any pheromones, although a lot of this is a trial and error system. It took me a couple of years to master all of this fully. Now, of course I was also discovering all this, so since you're learning it should go much quicker, but you'll still have to practice. So give it a go."

"Okay," Mary Jane answered with a very skeptical look on her face, and at the same time looking very nervous.

She sat back in her chair and let her thoughts wander back to one thing she found particularly attractive. Interestingly enough, that was of Peter in his Spider-Man costume. She wasn't sure if that was simply because she was a woman and Peter's costume was very form fitting or if she simply liked the design, but she found Peter in his costume to be very attractive. She sat there quietly trying to focus on what she had been instructed focus on.

Jessica meanwhile paced behind Wolverine while Wolverine took periodic sniffs to test the air. After a few moments whiff of a particular scent that was new to the room. It was weak, but Wolverine's heightened sense of smell could pick it up. The X-Man cataloged it in his brain and compared it with the scent that he had picked up off of Jessica when he, Spider-Man, Spiderwoman, and Luke Cage had gone to apprehend one of the various super criminals that had previously escaped a top security jail. The new scent was similar. It shared the same sort of allure that Jessica's pheromones did, but the scent obviously had some differences to indicate that the pheromones weren't Jessica's.

"I'm getting something," Wolverine announced and worked to restrain himself from acting on the pheromones that Mary Jane was using.

"Did it work?" Mary Jane asked, not able to smell anything.

"You're not producing a lot, but you are releasing pheromones, yes," Wolverine grumbled, "Now, if you're quite done with the biology, I got things to do."

Wolverine then left grumbling something that neither Mary Jane nor Jessica could hear.

"So, do you smell anything?" Mary Jane asked.

Jessica sighed and sat down in the chair that Wolverine had earlier been occupying. She could just barely detect something, but it didn't seem to be very strong.

"Well, you've made a start," Jessica commented, "You'll need to keep practicing though. You aren't using your pheromones to their fullest potential. In theory you could use them to make any male within a room of this size very attracted to you while making every woman jealous."

"As I've said before I don't want to do that," Mary Jane insisted.

"I know," Jessica nodded, "But for the sake of training purposes, you must practice doing this until you have ability. The process of turning it on and turning it off when then allow you to prevent having an accident with this power. It can be frustrating, and believe me, I know, but it's better to have mastered this power if only to prevent putting yourself in an embarrassing situation."

"Yeah, you've said that a couple of times today," Mary Jane sighed, "but to be honest, I don't see this as a super power and if I were given the ability to get rid of one of my powers, but only one, I'd get rid of this one."

"You and me both," Jessica commented back, "I know you don't want this. I know you didn't want any of this. But you've got it now, and you're going to have to deal with it and master it."

"Well, I could try it on Peter," Mary Jane commented, "I'd be more comfortable practicing this with him."

"Wouldn't he be someone you'd want attracted to you?" Jessica asked.

Mary Jane gave a weak smile, "Well, yes, but I'd still be more comfortable practicing this with him."

"We're gonna have to leave it at that, since Wolverine left," Jessica commented, "I guess that leaves the rest of the afternoon for you to work with that special 'stress ball' that Tony gave you."

Mary Jane nodded with a sigh and decided to return to the room she shared with Peter. She could have some privacy to think about everything and squeeze a special 'stress ball' that Tony gave her the night before. On the outside it looked like any other stress ball, but it had various technological pieces of equipment that would let Mary Jane know how much pressure she was applying to the ball, and thus help her practice reign in her newly gained 'spider-strength'. She hoped Peter's meeting with Flash was going okay.

Outside the tower, the recently hatched creature clung to the side one of the tower's windows. As it looked in it could see empty hallways, but it was not limited to sigh alone. The creature had an uncanny ability to sense its 'Other'. That 'Other' was not present at the tower. It could detect two beings similar to its 'Other' and sensed that the other two were friendly with its 'Other' but they did not concern the creature. The creature was not the 'Other' of the two that it sensed. It was the 'Other' of its 'Other'. Following its own senses, the creature then leaped from the wall of the Avengers Tower and began to move toward Central Park.

**Under Manhattan**

Kingsley quietly worked on repairing his glider in the underground base that had once belonged to Tracer. Ricky was taking a nap out of boredom by one of Kingsley's stockpiles of weaponry. That however was not the thing that was currently annoying Kingsley. The one who was annoying him was none other then Tracer, himself.

"If you had reactivated me, you would have to be doing all this work to repair your method of transportation," Tracer said from the computer screen that his personality was currently trapped in, "I would command it to work perfectly."

"And command me to be a lackey," Kingsley grumbled back, "We entered our deal as equals. Equals do not use the other as a lackey."

Kingsley didn't mention the fact that he was using Tracer for the same purpose. The answer, however, didn't suit Tracer who continued to try and argue his case.

"I never said anything about you being a lackey," Tracer said defensively, "That was solely my robot's comment not mine."

"You built the robots to serve you," Kingsley countered, "Now I doubt you gave them much individual thought. They're robots, and the last thing any conqueror would want is someone who has a mind of his own. A conqueror wants someone who merely repeats the thoughts and ideals of the conqueror."

"Wouldn't you fall under the same category then?" Tracer questioned, "Wouldn't you try to use me as a lackey then?"

"I'm a business man," Kingsley answered, "My goal is not to conquer, but to make money. I would actually prefer a follower with brains. They tend to come up with better ideas on how to procure more money, be it legally or illegally."

"What about loyalty, then?" Tracer asked, "Wouldn't you worry that your followers wouldn't be loyal?"

"That's a risk all leaders," Kingsley answered, "A smart leader sets up his scheme so that if a follower betrays him, that betrayal still helps the leader, and if the follower never betrays the leader, the leader is still helped, regardless. Only those of low intelligence set up followers as mere lackeys where their sole purpose is to distract the leader's true opponent."

"What if the leader fails to set up his system correctly where the smart follower helps his leader, regardless of what he does?" Tracer asked.

"Then the leader must hope his capable of beating his follower when his follower betrays him," Kingsley shrugged, "And if he isn't, then he shouldn't have been the leader to begin with."

Kingsley then moved to hammer a panel of metal out so that it would cover the hole that Spider-Man's fist had made in his glider.

"Neither situation would have worked in our relationship because we entered as equal partners," Kingsley told the robot god.

"No society can have two leaders," Tracer commented.

"Who said we were a society," Kingsley growled back, "We were two individuals. We entered a partnership. Once Spider-Man was defeated and I had capitalized on the opportunity that presented itself with the destruction of the original Avengers and Osborn's fall from power I would have left and you could have challenged any and every hero under the sun if you wished."

"I allowed you to undertake those goals," Tracer answered from his screen.

"But you didn't," Kingsley answered, "I got you your robots, and not only did they say I was your lackey, but in the process of constructing them, I bankrupted the company that I came here to retake. I'm going to have to stay here longer now just to get the company's profits back up to where they were before I came here."

Kingsley inspected the piece of metal he had been working on and then added a few minor adjustments to correct mistakes he had made on his first attempt.

"You betrayed me," Kingsley concluded, "So I'm not going to reactivate you. You can quit arguing for that."

"Your glider would still be repaired by now if you had," Tracer pointed out.

"No it wouldn't," Kingsley tried to keep from laughing.

"Are you trying to say I'm powerless?" Tracer demanded, "I'm the god of robots! I can control any mechanical device."

"Can you control parts that aren't there?" Kingsley asked.

Tracer's face took on a look of curious puzzlement.

"Please explain," Tracer urged.

"When Spider-Man decided to punch a hole in my glider, he not only damaged the glider's external frame and dented some of the surrounding devices," Kingsley smiled in personal triumph over Tracer, "But he also ripped out a device. Specifically the glider's main stabilizers. Without which, the glider can not hover in one spot. Those stabilizers allow the glider to act like a helicopter despite the fact that the glider's engine acts like a jet engine for aircraft or like a rocket, depending on how the glider is configured. Without the stabilizer, the glider is like an airplane. It must move forward in order to maintain lift. In ripping out the device, Spider-Man also damaged several wires and a few minor parts to the glider itself."

"Some jets can hover the way a helicopter does," Tracer pointed out.

"Yes," Kingsley sighed, "But the stabilizer performs the functions that allows helicopters or jets like the Harrier to hover. Without that stabilizer, my glider is like a 747. It's got to go forward. And that is still beside the point. The point is that you can't control what isn't there."

Tracer's image appeared to sigh, as he knew he couldn't win that way.

"So what do you plan to do?" Tracer asked, "If you're missing a part, you'll have to replace it. Do you have a spare?"

Kingsley smiled, "No. But I know who does."

**Central Park**

Peter sighed as his conversation with Flash hadn't seemed to go the way he wanted. They talked some about the weather and about a few harmless subjects, but those weren't the subjects that Peter wanted to tackle. He kept looking for some way to try and bring up the fact that Flash was wrong. That Flash did in fact have some sort of amnesia. Flash had met MJ before the other day in front of Midtown High. He wanted to help Flash. He felt he owed it to him, since it was Osborn, the Green Goblin, who put him in his current state.

"So, did you get any good pictures yesterday?" Flash asked.

"Huh?" Peter asked back.

"Of the big fight at the Avengers Tower," Flash explained, "The Hobgoblin and a bunch of robots attacked the tower. Did you get any good pictures of Spider-Man fighting those guys?"

That reminded Peter of what he had to do earlier that day. He couldn't get into the Bugle Friday evening because of what had happened to MJ, so he had to go in early in the morning before the Bugle began delivering to deliver his pictures to Jonah. In truth, most of his pictures were actually taken from his belt camera, which got some good shots of the Hobgoblin and of the robot that he had with him, but he had to rely on some photos taken by the tower's own security cameras to get pictures that had himself in them. The security pictures weren't that great, but they were better then nothing.

Jonah threw his standard temper tantrum that the pictures weren't good. That he was late in getting the pictures in. One threat that he'd go to another paper, however, was enough to get Jonah to pick the marginally best photograph and rush it to the printers. Jonah had also been in a hurry, so Peter found himself paid a little more then normal as Jonah wasn't paying too close attention to what he was writing on the check. Peter didn't mind that part. He also saw Ben Urich on his way out, the senior reporter gave him a wink as he left.

"I got some pictures but they weren't all that good," Peter commented, "I had to rush getting there just to get the picture."

"I thought you'd just follow Spider-Man around," Flash commented.

"You make it sound like I'm stalking the guy," Peter answered.

Flash half chuckled, "Man, why weren't you like this in High School? You were always stiff and doing geeky stuff. What happened to you that got you to start being normal?"

Peter wasn't quite sure how to answer that. To a certain extent he was still doing a lot of the same things he did in High School. He was also tempted to laugh and Flash's use of the word 'normal'. Getting bit by a radioactive spider and becoming Spider-Man wasn't exactly normal.

"I'm not sure what you're getting at here, Flash," Peter answered, "I don't think I've changed all that much since High School. Maybe you've matured to the point where you understand that there is more to life then sports."

Flash then turned and grabbed one of Peter's arms and held it up.

"You've got about as much muscle as I did in High School," Flash commented seriously, "Now considering that you were a tenth of that size in High School, you've obviously been working out. On top of this you've married a… a very attractive woman. No one in High School thought you'd have a chance with any woman, period. Even the ugly chicks would have turned you down. Something had to have happened between High School and now."

"Late bloomer, I guess," Peter shrugged, trying to sound sincere.

"That must have been one heck of a growth spurt," Flash commented.

"In more ways then one," Peter answered with a weak smile.

"Have you given any more thought to my request?" Flash asked.

"What request?" Peter asked, somewhat confused.

"To introduce me to Spider-Man," Flash answered, "Come on."

"Why do you want to meet Spider-Man?" Peter questioned.

"You told me the other day he was a hero," Flash answered, "He sounds like my kinda guy. And since you know him…"

"I don't know him," Peter answered, "I just take his pictures."

"You said he knows you're taking his pictures," Flash pointed out.

"Yeah, but that doesn't mean I know him," Peter sighed, "Lots of photographers take the President's photograph and while he knows which photographers took his picture, he may not know them personally."

"Yeah, but the President's job is to be on display," Flash answered, "Spider-Man, I bet wants his privacy every now and then and isn't going to let just anyone take his photo. The Bugle is the only paper that gets any pictures of Spider-Man and you're the one who takes his pictures. You got to know Spider-Man."

Peter inwardly chuckled. At least Flash believed that he only knew Spider-Man. He looked off into the park surroundings that were around the bench they were sitting on and quietly sighed to himself. This didn't sit to well with Flash and Peter's former High School bully snapped his fingers in front of Peter's face.

"Hey, Parker, snap out of it," Flash urged, "What's up with you there? You zoned out on me."

"I was just thinking," Peter commented.

"About what?" Flash asked.

"Just things," Peter replied, "To be honest I'm not entirely sure you're amnesia free."

"What?" Flash growled, almost aggressively at what he perceived as an accusation that he couldn't remember anything.

"It's nothing against you," Peter answered quickly, "But I can swear that we've met a couple of times since High School. I can also remember that you've met MJ before."

"You need to go see a head doctor if you're remembering stuff like that," Flash answered, "I know I haven't seen you since High School and before the other day I've only seen Mary Jane Watson in magazines."

"Yeah, she was a model for a while," Peter answered, "Now she's into acting."

"So are you gonna introduce me to Spider-Man?" Flash asked, bring the conversation back to the earlier point.

Peter sighed, and decided to give in. Maybe he could get Tony or Steve to dress up like him and pretend to be Spider-Man.

"If I can get him to stay still for an interview, I'll ask him, okay?" Peter sighed.

"Great!" Flash exclaimed.

Flash then looked down at his watch and sighed heavily.

"Well, it's been great catching up with ya, Parker," Flash commented, "But I gotta get going. I'll see ya Tuesday."

Flash then got up and slowly began to walk away. Peter sighed as he watched Flash walk off. He hadn't gotten anywhere, and Flash still wanted him to introduce him to Spider-Man. He was certain that the man had partial amnesia. The two men had met several times since High School and Flash was continuing to act as if that hadn't happened. What frustrated Peter was that his own memories on the situation weren't good enough to try and trigger specific events. Peter then got up from the bench and began to walk out of the park and return to the Avengers Tower.

"I can't solve every problem with the snap of a finger," Peter thought to himself, "And Flash is right now is very low on the scale of troubles that I have to deal with."

As Peter walked back toward the Avenger's Tower he returned his focus to what had happened recently with Mary Jane. He knew that Jessica was giving MJ her training with her pheromone powers and he wondered how that was going. Although he thought the most about finding some way to reverse what had happened to his wife. He hadn't come up with anything.

Meanwhile, concealed within the branches of a nearby tree, the Other watched Peter walk along the path. It snarled silently to itself as it watched Peter walk off along the sidewalk that led out of the park. It had found Peter talking with another person whom the Other did not know, and nor did it care. Its care was dealing with its perceived injustice done upon itself.

"The Great Weaver was a fool for returning you," the Other snarled silently, "You do not evolve. It was your time and the fool returned you. I will have my chance."

The Other watched as Peter walked amongst a large crowd of people. It remained in its tree.

"You should have sensed me," the Other growled to itself, "you refuse to evolve! For that your time deserves to return! I will get you."

The Other then leaped to another tree and began to search for a lair of its own. It was intent on getting Spider-Man and taking care of its plan for vengeance, but for some reason it respected Peter's want for a secret identity and would not go after Peter while he was out of costume. It would wait until it had found Peter in costume and would strike then.

**Avengers** **Tower**

Mary Jane lay quietly on the bed that she and Peter shared staring up at the ceiling. She was still squeezing her stress ball, but wasn't entirely paying attention to how hard she was gripping it. She didn't like the fact that she had suddenly gained spider-powers and her mind still dwelt on the situation. She wished it was all just a horrible dream. She wished she was just sleeping and when she woke up everything would be fine. Peter would have saved her and Aunt May from Tracer before she could have been knocked into the tube that had now given Mary Jane her powers. Of course she knew that that wasn't possible. Peter had been fighting the Hobgoblin and she had gotten knocked into the tube and now had her own set of super-powers.

Mary Jane had decided that she would simply live out her life as normal as possible despite the development of her powers. She agreed to let Jessica help her to get her pheromone powers under control and would work with Peter with everything else. She presumed that this would only include training with her pheromones and with her spider-strength, and in that, learning how to properly restrain herself. She hoped that Peter wouldn't urge her to practice web-slinging or try climbing walls.

Then she suddenly heard Aunt May's sewing machine stop. The elderly woman had been sewing something all day, although Mary Jane didn't know what and didn't know why Aunt May was so focused on sewing whatever it is that she was sewing. The fact that the machine had now shut off made Mary Jane somewhat curious and she got up and began to move toward Aunt May's room. Just as she reached for the door handle, Mary Jane suddenly felt something buzz inside her head, like a slight warning and she quickly pulled her hand back. As she did so, Aunt May opened the door and stepped out.

"So, that's how Peter's spider-sense works," Mary Jane thought to herself as she saw that if she had continued on her way in, she would have bumped right into Aunt May.

"Oh," Aunt May spoke with some surprise in her voice, "Mary Jane. Is your training session over?"

Mary Jane looked down at the stress ball that was still in her hand. She read the special screen on the ball and saw that she was using nearly all her spider-strength to squeeze the ball. She relaxed her grip on the ball until the screen indicated that she was squeezing at what a normal person would when they were just barely gripping it.

"Well, the official part is over," Mary Jane answered, "Mostly because Jessica's volunteer got grumpy and left."

"So what are you up to now?" Aunt May asked.

"Nothing much," Mary Jane shrugged and showed the stress ball she had been given, "Mostly working on controlling my strength."

"I was feeling somewhat hungry," Aunt May commented, "You feel like having an afternoon snack?"

Mary Jane shrugged and turned to follow Aunt May.

"You've been doing an awful lot of sewing today," Mary Jane commented, "What are you working on?"

"Oh, it's nothing really," Aunt May answered, "Just a little patch up job on some old things."

"I don't think you have anything that's been ripped," Mary Jane commented.

"Not ripped, but the thread is old and were giving way," Aunt May explained, "I simply removed the old thread and sewed the seams back together."

"So, what's brought up all this?" Mary Jane asked.

"It's been a very slow day today," Aunt May answered.

Mary Jane sighed in agreement, "Yeah, a very slow day."

**Warehouse, Bronx**

Jeff Langly was board as he stood on guard duty around an Osborn Industries warehouse located in the Bronx. The warehouse was in a decidedly bad neighborhood. There were other warehouses nearby that anyone could hide in or behind and there were numerous street gangs that operated in the general area. On top of this, the warehouse was the temporary storage place for all of Norman Osborn's goblin paraphernalia until it could be properly disposed of. Which meant that Jeff Langly and three other guards were always on duty making sure that no one broke in.

He stood quietly at his post waiting for his shift to end. He was nervous because of the gangster activity in the area, and combined with the recent activities of the Hobgoblin, all Osborn Industries employees were now nervous.

"You seem to be rather frightened there, mister," a voice commented from beside him.

Langly turned to see a man in a long trench coat with a hat covering his had and blocking Langly's view of his face.

"Well, if you knew what we here are responsible for guarding, you'd be frightened too," Langly answered.

"What?" the man asked, "Is this some sort of doomsday device or something?"

"You could think of it that way," Langly answered, "Now that's all I can say on the matter. Have a nice day."

"That's an Osborn Industries warehouse, isn't it?" the man asked.

Langly nodded.

"What's Osborn got in there that's got you guarding it like Fort Knox?" the man asked.

"I am not at liberty to say," Langly answered, "Carry on."

Langly watched as the man then gave a rather cruel looking smile.

"If you insist," the man smiled and delivered a powerful punch that knocked Langly out at once.

The man then removed his hat to reveal that it was in fact Kingsley. He was not wearing his Hobgoblin gear however, as it was likely to draw more attention. He did have some of his weapons though, and threw a gas grenade towards the second guard outpost that he could see. There was a brief explosion and soon Kingsley could hear the man inside the outpost coughing. He hadn't heard any signs that the other guards had noticed anything, so Kingsley began to walk straight into the warehouse.

"I just love these warehouse sales," Kinglsey commented with a smile as he stepped inside.

The interior of the warehouse was full of crates. The lids to the crates were all shut, but it was obvious that they were not shut tight, which meant that the current CEO of Osborn Industries was still searching for all the various pieces of Goblin gear that Norman had had produced and stashed throughout the New York area. Much to Kingsley's delight, all the crates were marked to indicate what they contained. He was about to check the first box when he heard a voice shout from behind him.

"Freeze!" a man shouted.

Kingsley turned to see the remaining two guards aiming their guns at him.

"Step away from those crates," the first guard ordered.

Kingsley put his hands in his pockets and stepped away.

"Fine by me," Kingsley answered, "I was just looking."

"Put your hands where I can see them," the second guard ordered.

Kingsley smiled again, "If you insist."

Kingsley quickly pulled his hands out of his pockets producing two more gas grenades. He tossed them both at the two guards and then dove away to stay out of the area that the gas would cover. Once the guards fell to the ground unconscious Kingsley moved over to the main door opener and pressed the main button. When the main mechanical doors had finished opening, they revealed a moderately sized truck, with Rickey behind the wheel parked and waiting.

"I waited till I say you go in, sir," Ricky reported, "Are these all the guards?"

"It appears so," Kingsley nodded, "Okay, let's get to work."

Ricky then went around the truck and opened up the cargo hold, while Kingsley began grabbing various crates and carried them to the truck.

"We should have plenty of weaponry already," Ricky commented as he noticed the first crate that Kingsley loaded.

"You can never have plenty," Kingsley answered, "Besides, it's free. You can't beat the price."

Ricky nodded while Kingsley continued to load various crates. The last crate contained various glider components, including the one piece that Kingsley actually needed. When they were done Ricky drove off in the truck with Kingsley riding shotgun, even as sirens could be heard in the distance.

**Osborn Industries**

"What all was stolen?" Liz Osborn asked into her office phone.

The new CEO of Osborn Industries listened patiently to the answer. She sighed heavily as she did so.

"Could they identify who the man was?" Liz asked again.

She sighed again as she heard the answer.

"Great," Liz sighed as she slammed the phone down, "I'm trying to get rid of all the things that Norman has done and first the Hobgoblin steals the Kingsley ownership papers and now some man steals some of Norman's old playthings."

**Avengers** **Tower**

Peter returned to the tower without incident to find Mary Jane and Aunt watching television while snacking on a stack of cookies that sat on a plate on a coffee table between them. Mary Jane turned her head to look at him as he moved toward an open spot on the sofa next to her.

"Hey, you're back," Mary Jane commented, "How'd your meeting with Flash go?"

Peter sighed heavily, "Far from what I would have liked. He's got to have some kind of amnesia. I know it, but he is certain that he's perfectly healthy."

"The poor man," Aunt May gasped.

"Well, he's not doing too bad," Peter answered, "He can't remember any of the times that we had met after High School, so if that's all he forgets then there's no real trouble for him in the long run, but it's going to be frustrating for anyone that he knew in High School that he now believes he hasn't seen since High School."

"Have you told him what you think?" Aunt May asked.

"I tried," Peter sighed again, "All I got was that I should see a 'brain doctor'."

"He'll make the decision eventually," Mary Jane commented, "This isn't some guy you can punch out."

"What tops it all off is that he wants me to introduce him to Spider-Man," Peter grumbled, "I tell him I take his pictures for the Bugle and he wants an introduction."

"You didn't tell him these are self portraits did you?" Mary Jane asked with a weak giggle.

Peter shook his head, "No. So how did your lesson go?"

"Pheromones 101?" Mary Jane sighed, "Well, I know what I need to do to practice, but we couldn't do much. Wolverine got grumpy and left."

"Aren't pheromones supposed to attract a potential mate?" Peter asked.

"Well, first I didn't produce that much," Mary Jane said defensively, "And two, what are you talking about, 'potential mate'?"

"Sorry, just terminology speaking," Peter answered, "Humans generally don't use pheromones when a man and woman decide to make love and animals don't get married."

"You're not teaching science right now," Mary Jane pointed out, "No more 'terminology'. Ok?"

Peter nodded, "Okay."

"Good," Mary Jane answered, "Now, as much as I'd like to avoid this, I'm sure I'm gonna have to keep practicing this for awhile. If you behave yourself, you can see if I'm producing any pheromones."

"What will you be wearing?" Peter asked, somewhat humorously.

"Practically nothing," Mary Jane smirked back.

"Okay, that's enough of that, you two," Aunt May said from her chair, "There will be no flirting while we're watching old movies put on television."

Meanwhile in one of the labs in the tower, Tony Stark was finally able to begin running some basic disassembling of the second Tracer robot that Spider-Man had had to deal with.

"Okay, Peter 'killed' you once and yet you came back again," Tony commented as he started working, "Let's see what makes you tick."

Using a chisel and a hammer, Tony then pried the outer metal skin of Tracer's head to reveal the computer circuitry underneath. He smirked as the computer circuitry inside the shell of the Tracer robot was finally revealed.

**Church Rafters**

The Other had returned to the place where it had cocooned itself after its very first encounter with Spider-Man and had now begun setting up a nest. Several small spiders scuttled around it as the Other arranged webbing strands in a way that would warn it of any possible predator or of food. Using its claws, the Other had also carved a strange spider symbol into one of the wooden beams in the rafters.

"Spider-Man's time will return Dark Weaver," the Other spoke towards the carving, "He did not evolve, proving you right. He must die."

The Other then turned to several of the smaller spiders that had been crawling around the area and petted it like child would pet a cat or dog. It had made use of a special skill that it had by leaving various drone spiders throughout New York City and whenever Spider-Man had passed by one of them it would send psychic signal to the Other. Then once the Other had gotten to Spider-Man, then the Other could fulfill the Dark Weaver's promise, knowing that the Great Weaver couldn't resurrect Spider-Man again.

**To Be Continued…**


	6. Other Worries

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is recently completed in the Spider-Man comics.

A New Life

By TVfan

**Chapter 6: Other Worries**

**Avengers Tower**

One of the things that Peter liked best about being part of the New Avengers was the fact that Tony had a great exercise room inside his tower, which allowed each and every Avenger to practice his or her skills without risking life of limb. At this moment, the room was being used for some basic 'web slinging' training.

"Come on, MJ, it isn't that hard," Peter said with a slight grin, "You just aim your wrist at the target, bring your middle and ring fingers back to your palm, apply slight pressure, and…"

Peter smiled as he heard the small 'thwip' sound that indicated that his organic web shooters had fired off a strand of webbing. The strand hit and wrapped around a plastic dummy, built to resemble a man, and if it had been a real person it would have held the person's arms down. Mary Jane, however, did not look pleased.

"Peter, I'm willing to train so that I learn to keep my powers under wraps," Mary Jane said firmly, "Not go gallivanting around with them."

"What?" Peter asked, "This can be useful to learn."

"How?" Mary Jane questioned.

"Well, we're not always together," Peter pointed out, "This could come in handy if you're alone and are attacked."

"I'd end up revealing my powers to the attacker," Mary Jane commented.

"Would that be worse then being mugged and possibly killed?" Peter asked, "Honey, I know you don't want to be a superhero, and I'm fine with that. But there are going to be times when you will have to use your powers. Some might be enjoyable. You like it when I take you web slinging."

"But then I'm only along for the ride," Mary Jane answered.

"You could go out on your own now," Peter pointed out, "And even if you decide not to do that, it will still be useful for when you have to use your powers."

Mary Jane sighed, "Fine."

Mary Jane then aimed her wrist at another plastic dummy that Peter had set up for her to use as 'target practice' and breathed deeply. She then brought her middle and ring fingers back and pressed the center of her palm slightly. What happened next startled Mary Jane, but it happened so fast that she was unable to stop it. She heard a 'thwip' come from her wrists as a strand of webbing shot out and barely managed to hit the dummy that she was aiming at. What startled her was the feeling of her own organic web shooters making the webbing that she had fired out. It felt like something was moving just under her skin around her wrists. Peter had never told her what it felt like.

"Pretty good," Peter commented, "Your aim was a little off, but that will get better with practice."

"I really don't want to practice it," Mary Jane answered, "I want to make sure I don't web someone by accident."

"Which is good enough reason to practice," Peter pointed out, "After dealing with The Queen, adjusting to having my own web shooters as part of my powers, rather then as a mechanical tool was something."

"We were cleaning webbing out of everything for weeks," Mary Jane chuckled.

Peter chuckled at the memory and then looked at his wife, "We're here to help you, MJ. We're not going to force you to do anything you don't want to."

"I know," Mary Jane answered, "It's just that this is all still very new and frustrating and I'm not entirely used to it all."

"You've certainly gotten used to your pheromone powers," Peter smirked.

Mary Jane then nailed Peter in the mouth with a small batch of webbing. She could hear Peter mumbling something under the webbing.

"If you're just going to make jokes, you can stay like that," Mary Jane spoke.

After a few minutes of wrestling with the webbing, Peter managed to get it off without hurting himself.

"I'll behave, scout's honor," Peter answered.

"Good," Mary Jane answered.

"Well, let's continue," Peter sighed, "the pressure you used to pull of your little silencing act and to shoo out the webline at the dummy will work for web slinging or holding an attacker down. How long you apply pressure to your palm will determine how a long a strand you will launch."

"So, I press down for a long time, and I shoot out a long strand," Mary Jane commented, "I press down for a short time, and I shoot out only a short strand."

Peter nodded, "And controlling how much you use will help you deal with anyone who tries to mug you."

"Yes," Mary Jane nodded, "You've said that."

"I'm sorry," Peter said nervously, "This is the first time I've ever trained someone in regard to using their superpowers."

There was a brief silence for a moment. Then Mary Jane spoke.

"Why didn't you tell me what it feels like when you use your new organic web shooters?" Mary Jane asked.

Peter sighed, "I never thought you'd end up with similar powers, so it wasn't that important."

"It felt weird," Mary Jane said, "Like there was something under my skin. It didn't hurt, but it was a very new sensation."

"Yes, that would be your spinnerets working," Peter explained.

Mary Jane nodded.

"Try and see if you can wrap the dummy in webbing," Peter urged, "It will be trial and error, but that is essentially how I learned."

Mary Jane sighed and then tried again. Inwardly, she shuddered as she felt the spinnerets in her wrists fire out strands of webbing at the dummy. One strand missed entirely, and she ended up webbing the far wall with it, but the other managed to hit the side of the dummy, and wrapped halfway around the dummy.

"A good try," Peter spoke, "It's only your aim that is off. Give it some practice, and you'll be able to web anything as good as me."

"Should I be required to for self defense," Mary Jane answered.

Peter nodded and turned to leave, "Well, I have my patrols to get to. If you want to practice this you can, or you can work on that stress ball. Or find Jessica, and you can work on maintaining control over your pheromone powers."

"I have a rehearsal today," Mary Jane pointed out, "I think I'll just relax until then."

"On the ceiling?" Peter asked with a grin.

"No," Mary Jane said back, "I don't know who to do the wall crawling thing, and I'm not to keen on trying."

"Just think about clinging to the surface, and you'll cling," Peter said as he went out the door, "that's all I do."

"I'm not going to practice clinging to walls," Mary Jane said firmly as Peter went out the door, "have a good day."

Mary Jane then silently walked to a nearby window and waited quietly. After a few minutes, she saw Spider-Man come into her field of view and go off about New York and run his patrols. She knew the Hobgoblin was still heavy on his mind. She hoped he didn't do anything that would get him hurt, especially now that she felt she needed Peter with her more. To get used to everything that had happened.

Suddenly, Mary Jane felt her 'spider-sense' buzz inside her head just before she heard a voice speak behind her.

"You could go with him now, you know," Jessica Drew spoke.

Mary Jane turned to face the original Spiderwoman.

"I'm sorry," Mary Jane spoke, "what did you say?"

"I said you can go with him now," Jessica repeated.

"I said before that I don't want to be a superhero," Mary Jane insisted, "The fact that I have superpowers now, doesn't change that."

Jessica nodded, "But that doesn't change the fact that you worry about your husband."

"I don't want to wake up one day and find out that I'm a widow and that Peter won't be coming back this time," Mary Jane sighed as she turned toward the window, "And Peter has dangerous enemies."

Jessica put a hand on Mary Jane's shoulder.

"It's alright to worry," Jessica said, "I'd worry too if I were in your shoes. Married to a superhero. Powerless. Unable to help him."

"There have been times when I've wanted to help him," Mary Jane spoke.

"And now that you have the ability to help him, you don't want to be a superhero," Jessica commented.

"I never wanted to be a superhero," Mary Jane corrected, "I want to have as normal a life as possible."

"Then you'll have to put up with your husband putting himself in danger time and time again," Jessica commented, "and the way you worry, can not be good for you."

"You want me to become some hero?" Mary Jane asked.

"No," Jessica answered, "If I had my way, you wouldn't have even gained powers, especially since your powers mirror mine and your husbands. The last thing the world needs is another woman with spider powers running around. But, I can't change the past any more then you can."

Mary Jane nodded.

"We are who we choose to be, though," Jessica continued, "and every choice has its price. You choose to become a hero, and you'll have to deal with various nut jobs deciding to fight you. You choose to be 'normal' and you'll have to deal with worrying about your husband."

"It's quite the predicament," Mary Jane sighed.

"Yes," Jessica agreed, "Hopefully you'll make the decision that is best for you."

**Elsewhere**

"I don't like you hanging around here," Felix Jork grumbled as he walked through the hallways of the business that the Hobgoblin had hijacked, "It's bad enough that I have juggle between Liz Osborn and your boss."

"Would you rather have the Hobgoblin here?" Ricky asked.

Felix shuddered, "No, but Liz Osborn is going to be stopping here in a few days to inspect how we were able to pay for a new computer system, which we are still installing, without embezzling money."

"Liz Osborn?" Ricky asked.

"Yes" Felix answered, "The current CEO of Osborn Industries."

"Is this a routine inspection?" Ricky asked.

Felix sighed. He hated the fact that the Hobgoblin and bullied him into giving the villain control over the company, but the Hobgoblin was dangerous. The last thing he wanted was a super powered villain going after him. He constantly hoped that some super hero would bring him in. His fear of the Hobgoblin was partially due to news reports of the criminals activities and the fact that the previous CEO was Norman Osborn, the original Green Goblin. Aside from the obvious Goblin persona, both Osborn and the Hobgoblin had rather unintelligent lackeys, which frustrated Felix. He wanted them gone quickly, and for some reason, the dumb ones never understood simple answers.

"No," Felix answered in a frustrated voice, "She wants to know how we could afford to order a new computer system without reporting it. She is concerned that we've embezzled money."

Ricky nodded.

"If your boss and whoever it was that he was working with didn't feel it was so necessary to destroy this company's computer system, I wouldn't be in this position," Felix grumbled.

"One, the partnership that caused your computer system to fail is no longer in effect," Ricky answered, "and two, the Hobgoblin never intended for your computer system to fail. It hurt his hopes for profit."

"Best intentions never change results," Felix grumbled.

"Do you want to hold our next meeting with the Hobgoblin present?" Ricky asked, "He would like to hear about your poor attitude."

"No," Felix said quickly.

"Good," Ricky said firmly, "Do not make me use that threat again. Now, when exactly is Liz Osborn showing up here?"

"Two days from today at two in the afternoon," Felix answered.

Ricky made a humming noise, "Interesting, now is there anything that is needed to help your profits rise?"

"Nothing at the moment," Felix answered, "We're still working through the problems that the loss of our original computer system caused. Dealing with Liz Osborn is going to give us a lot of problems."

"I might be able to help you deal with that particular problem," Ricky said with a wicked smile.

**Alley**

Spider-Man hung on the side of the wall of a building as he looked at he two crooks he had webbed up, hanging upside down from a nearby light pole. Both crooks were struggling to get out of the webs that Spider-Man had wrapped them in.

"You know," Spider-Man commented humorously, "You crooks ought to think more before you try and attack me. I mean, I have the strength, speed, and agility of a spider, and you attack me with a pocket knife. Did you honestly think you could take me out that way?"

The two crooks grumbled under the webs that Spider-Man wrapped them.

"Mmmmm-mmmmm," Spider-Man mimicked, "You guys ought try out to be the new 'M&M' boys."

Spider-Man then shot out a new webline and began to websling about his patrol. He was still trying to find the Hobgoblin's base, and so far he hadn't come up with anything. He checked several old warehouses, but there was no sign that anything but rats had ever been in there. He went around another corner when suddenly his spider sense went off, and he released his webline and did a back flip before landing on the roof of a nearby building. He soon heard the sound of another pair of feet striking the surface of the rooftop behind him. He turned and was surprised by what he saw.

"Surprised, Spider-Man?" the Other asked.

It was the Other. The strange creature that had been generated after he had been resurrected after his 'death' from the disease that he had caught while battling Morlun again. It was covered in hard grey skin and it was impossible for him to tell what gender it was.

"But you're dead," Spider-Man gasped, "I saw you disintegrate into a thousand pieces."

"What?" the Other asked, "You're the only one who can come back from the dead?"

The Other then lunged forward and before Spider-Man could dodge, grabbed the hero by the neck and tossed him off of the roof. Fortunately for Spider-Man, his amazing agility allowed him to do flips and land easily on his feet on the pavement. Several people looked at the hero in surprise.

"Uh, hi," Spider-Man said.

The people then began screaming as several thousand small spiders cam crawling down the side of the building and then formed up into the body of the Other.

"You see, Spider-Man," the Other said, "Unlike you, I am not limited to a single corporate body. I can disintegrate and reintegrate at will. I don't have to worry about falling from great heights."

The Other then lunged at Spider-Man once more, but Spider-Man was able to dodge the attack and throw him against the wall of another building.

"Why are you doing this?" Spider-Man demanded, "I've done nothing to you."

"You were not to come back," the Other growled viciously, "It was your time to die, but the Great Weaver brought you back."

Spider-Man hit the Other with a powerful uppercut, but the creature only flipped up into the air to cling to he wall and looked down at Spider-Man.

"The other weaver sent me to deal with the Great Weaver's mistake," the Other said in a sinister voice.

The Other then dove at Spider-Man from it's position, it's claws bared at his target. Spider-Man caught the Other with a webline, and swung the Other out into the street. He had intended to throw the creature across the street, but a large truck came barreling down the street and hit the Other as it went. Spider-Man watched as the creature disintegrated upon impact. He waited for a few seconds, but no sign of the Other reintegrating himself was visible. He then sighed and went about his patrol.

**Theater**

Mary Jane was quiet as she walked into the theater that the play she was in was rehearsing. She remembered all her lines for the play, but that wasn't what her mind was focusing on at the moment. Her mind was still dwelling on the conversation she had had with Jessica earlier in the day. It was very true that she worried about Peter and his adventures as Spider-Man. He had very dangerous foes, and Peter was not exactly cautious when he was in costume. She always had to be concerned that he wasn't going to come back that night. Now, thanks to Tracer, she could join Peter. She didn't have to worry, but she didn't want to be a super hero. She wanted to be a normal person. That created the problem that Mary Jane was pondering over. If she chose to help Peter, she'd have to become a super hero, which she didn't want to do. If she chose to remain 'normal', she'd have to put up with worrying about Peter, which she wasn't terribly fond of either.

Mary Jane kept her thoughts private and did her best to hide the fact that her private life as 'Mrs. Spider-Man' was troubling her at the moment. As she reached for the door to enter the theater, she saw one of her female co-actors in the play coming up.

"Hey there, MJ," the actress said, "Feeling any better? Your husband came by a couple of days ago and said you couldn't come in, because you hadn't been feeling well."

"I'm doing much better," Mary Jane answered, covering up the fact that her mind was currently wrestling with tough problem, "I had a really bad case of the flu the night before and it just seemed to stick with me."

The actress nodded, "Glad you're doing better. Now, why didn't you tell us your husband was such a cutie."

"You never asked," Mary Jane retorted, her mind only slightly distracted by the basic gossip, "and he's mine. You can't have him."

"Relax, I don't go after married guys," the other actress smiled, "but man is he cute. Does he have a brother?"

Mary Jane shook her head, "No he was an only child."

The woman gave a sigh and then said in a joking voice, "Makes me wish cloning was legal."

Mary Jane shook her head with a heavy sigh, and thought to herself, "If only you knew the truth."

**Under Manhattan**

"So, an Osborn is going to be visiting my company," Kingsley commented with an intrigued smile.

"Yes, Liz Osborn," Ricky answered, "The current CEO of Osborn Industries. Apparently, Tracer's little computer crash program has gotten her very upset."

"More then likely she's there to wonder where the company was able to order a new computer system," Kingsley commented, "A good CEO wants to make sure that if anyone is embezzling money, it's only the CEO."

"The computer crash was to give you an advantage," Tracer commented from the screen he was trapped in, "With their old files gone, they couldn't prove that anybody but you owned the company."

"Which is only possible because I have the company's ownership documents," Kingsley smirked, "and by that I mean the ORIGINALS. A photocopy would never hold up in court. But your crashing of their original computer system would have meant that I'd have to start over from scratch. I came here to make some quick dough while the super heroes were currently having problems. I didn't come to start everything over from scratch. Thankfully, they got all their coding and programming down on paper, so I'm not going to fall too far behind."

"Is money all you think about?" Tracer asked.

"Yes," Kingsley smiled, "And insulting me is not going to persuade me to reactivate you. You actually look good on that screen."

Tracer's image only growled at Kingsley. Kingsley meanwhile turned his attention to Ricky.

"Now when did you say Ms. Osborn is going to journey to my company?" Kingsley asked.

"At two in the afternoon in two days," Ricky answered.

"I feel a little field trip coming on," Kingsley commented, "With NORMAN Osborn out of Osborn Industries, perhaps I can muscle my way into that company as well."

Kingsley then let out a great laugh, "Yes! That's it. In two days I will take over Osborn Industries!"

"She's likely to have guards with her," Ricky commented.

"They can't stop me," Kingsley smiled, "All are likely to be muscle headed morons. One pumpkin bomb, and they'd be taken care of."

"I could easily deal with them so that you wouldn't have to waste the effort on the security guards," Tracer offered.

"Oh?" Kingsley commented, "The master is willing to serve the 'tool'?"

"I never said you were a tool," Tracer said back.

"Your robot did, and that is good enough for me," Kingsley argued, "Now you can deny it all you want, but that doesn't change the fact that you were using me."

**Avengers Tower**

Spider-Man returned to the tower in early evening with some frustration as his thoughts dwelled on the appearance once more of the Other. The past several days had been a track meet of villains who had supposedly left New York for retirement and were hiding from the law. First the Hobgoblin came back from hiding in some deserted location. Then the shocker that Tracer had returned, despite the fact that Spider-Man had strangled the villain with his webbing when the villain had made his first attack on the Avengers Tower. Now the Other had returned despite the fact that he had seen the creature disintegrate into thousands of little pieces and disappear down a storm sewer.

Now the Hobgoblin's return could be easily understood. The Hobgoblin had merely left New York for somewhere, and he could have simply come out of 'retirement'. That was easy to understand. Many people retired from certain tasks and then came back. That happened all the time.

Tracer's return was understandable. Tracer was a robot. It was possible that Tracer had multiple 'shells' hidden somewhere, and when one was defeated, the basic programming was sent to another and activated to replace the one that was defeated. From what Spider-Man understood about robotics from Iron Man and his occasional talks with the Human Torch about Reed Richards's experiments, such a thing was not impossible.

The Other was a question mark as far as Spider-Man was concerned. It had revealed that it could disintegrate and reintegrate itself at will, which was something that Peter could only understand if the creature was really a collection of smaller beings with a collective consciousness, but in his first confrontation with the Other and in his most recent battle with the Other, it appeared that the creature was not a collective of smaller beings but a single being. Which would suit the mystical nature that the Other claimed. Spiders weren't communal animals. He might have understood if the Other represented something like ants or bees, which lived in colonies. But the Other represented the same thing his 'name' did. And spiders were solitary creatures.

Spider-Man took off his mask and prepared to resume his life as Peter Parker for the evening and walked down a hallway towards the bedroom that he and Mary Jane shared. He found it empty and began to change into a pair of jeans and tee shirt. He still looked frustrated as he finished pulling up his pants when he felt his spider sense buzz slightly. He looked up to see Mary Jane standing in the doorway.

"You okay, tiger?" Mary Jane asked, "You look rather frustrated about something."

"It's nothing," Peter answered with a sigh, "I couldn't find any sign of the Hobgoblin and another old/new villain has come out of the woodwork."

"Old/new?" Mary Jane asked.

"It's the Other," Peter explained, "that creature that appeared after I came back to life. It came out of nowhere and attacked me."

"Are you okay?" Mary Jane asked quickly.

"Yeah, I'm fine," Peter answered, "I think I won the fight, but I don't know how big of a victory it actually was."

"You don't know?" Mary Jane asked.

"I threw it out into a street and it got hit by a truck and disintegrated into little pieces," Peter answered, "But I found out that it can do that at will, so I'm sure it's still alive somewhere. On top of this I have no real clue as to why the Other is giving me trouble. He seems to be connected to all the weird mystical stuff that Ezekiel brought into Spider-Man's life, which I still don't understand."

"Well, at least you beat him," Mary Jane commented.

"Yeah, I guess so," Peter shrugged, "I wish I could have caught the Hobgoblin, or got some answers out of the Other. Oh well. How did your day go?"

"Fairly well," Mary Jane answered, "I got through my rehearsal. We'll be ready to perform in a couple of days, and I didn't crush anyone's hand. So I didn't have any problems."

"Well, that's good," Peter said with a smile as he gave Mary Jane a hug, "Hopefully Spider-Man's life will allow me to come see the play."

"You could go to the show as Spider-Man," Mary Jane answered, "So long as you manage to see it once."

**The Other's Lair**

The Other sat quietly inside the church attic in a very sour mood. Spider-Man had managed to beat the creature using his webbing. Spider-Man, however, was unable to kill the Other and the creature returned to its lair. It slowly paced its lair and spoke aloud to itself, as if someone was speaking to it.

"He has not evolved, Dark Weaver, but he has managed to remain a decent opponent," the Other said to itself, "It will be a great victory for you when I defeat Spider-Man."

The Other paced quietly, nodding its head as if someone was talking to it.

"Yes," the Other spoke after a few moments, "He was surprised to see me, but he can not truly beat me. He fights as if I am merely a criminal. He will fall and fall quickly."

The Other then paused as it listened to instructions that no one else could hear. It then paused and turned its attention to a spider symbol it had carved into one of the railings.

"I had not intended on attacking him while in the form of his alter ego," the Other answered, "It would create trouble for myself."

The Other then cringed as if it were being scolded by something. A few moments later it looked down in a submissive manner.

"Yes, Dark Weaver, you are right," the Other said weakly, "If Spider-Man dies in either persona it is vengeance for the Great Weaver's mistake."

The Other then turned to a small window that it used as an entrance and exit to its lair. Its eyes narrowing with determination.

"I had not intended this for you Peter Parker," the Other said in a sinister voice, "But I have my orders. You have failed to evolve, and it is time that you are punished. You, Spider-Man will soon die, as Peter Parker."

**Avengers Tower, Two Days Later**

Mary Jane stretched as she moved into a sitting room where Jessica wanted to hold another training sessions with her pheromones. She felt she was getting better with controlling her powers. She felt she had learned to control her spider strength. It made her glad she had that stress ball to practice with. Peter was still going over teaching her the finer points using her organic web shooters. She managed to persuade him to just work on self-defense techniques. She would leave the web slinging to Peter. She found Jessica waiting for her with a small mechanical device in her hand.

"Good afternoon, Mrs. Watson-Parker," Jessica said politely, "Are you ready?"

Mary Jane sighed slightly. Her pheromones powers were one of the things that creped Mary Jane out a little bit, but she felt that she was getting better with it. Although, her practice sessions with Peter had ended up rather romantically, she felt she was beginning to get a handle on controlling her pheromones.

"Yeah, I guess so," Mary Jane spoke with a sigh.

Jessica nodded, "Okay. I had Tony cook this little device up. It should detect your pheromones, so you don't have to worry about having a grumpy volunteer leaving right in the middle of the exercise. It will also have the ability to determine when you've quit producing pheromones. Once you've got full control, it should be like flicking a light switch."

"Some light switch," Mary Jane commented.

"Isn't it?" Jessica asked back, "Let's go."

Mary Jane slowly sat down in a chair and began to focus on the trigger that she could use to trigger the release of her pheromones. She hoped she had learned enough in her practice sessions with Peter to do well. Jessica only looked down at the device in her hand. She watched both the device and Mary Jane sitting quietly. After a few seconds, she saw the needle on the device jump up. She watched as the needle slowly climbed higher, indicating that Mary Jane was producing more pheromones of her own. Jessica could soon pick up the scent of Mary Jane's pheromones on her own.

"Very good, Mary Jane," Jessica spoke, "You're producing more then enough. You've gotten control over releasing your pheromones, now work to restrain them."

Mary Jane nodded and shifted what she was focusing her mind on. Instead of thinking about what would trigger her to release her pheromones, she focused on something that would trigger them to stop being released. Jessica looked at the device she was holding and patiently waited. After about a minute, a light turned on, which indicated that t could not detect any new pheromones being produced.

"You're getting better," Jessica spoke, "You've mastered releasing your pheromones, but you need to work a little harder on holding them back."

"Peter and I have been practicing," Mary Jane answered.

"Yes," Jessica commented, "About that. The two of you need to keep it down while you're 'practicing'."

Mary Jane couldn't help but blush.

"So when does your play start tonight?" Jessica asked.

"At six," Mary Jane answered, "Peter and Aunt May got great seats. I can't wait."

"I'm sure you'll do a great job," Jessica said politely.

Mary Jane smiled, she enjoyed normal conversation.

**Elsewhere**

Liz Osborn slowly walked into the conference room that was currently occupied by one man, Felix Jork.

"Good afternoon, Mr. Jork," Liz said in as firm a voice as she could manage.

"Good afternoon, Ms. Osborn," Felix answered.

Liz nodded and sat down at the end of long table and put her briefcase up on the desk. Two security men stood near the door.

"I'm going to come straight down to the point," Liz began, "I know the Hobgoblin wreaked your computer system recently, and I know that was terrible. But, what concerns me is that three days ago, I got a report that you've ordered a new computer system. Now, while I know you had to order a new system, I noticed that you did not use the standard procedure to order this system."

Felix nodded silently.

"This makes me concerned that you have been embezzling company money, and that you simply used that money to pay for the system," Liz continued, "Now, the fact that you lost money in the deal isn't necessarily bad, since replacing the computer system was going to cut into company profits anyway, but the fact that you embezzled money, that means you've been lying about how much you've been earning."

"I haven't embezzled any money," Felix answered looking very nervous.

"Then how were you able to pay for the computer system?" Liz asked.

"I've had the help of a generous man who gave me the funds to pay for the computer system," Felix answered honestly.

"You can't do that!" Liz gasped, "It's only going to attract attention that we can't handle. Not to mention that we owe this man now, and who knows what he'll have us do to pay him back."

Felix became even more nervous. Liz didn't miss this then moved to question him about his look.

"Why are you looking so nervous?" Liz asked.

Felix said nothing and began to back his chair away as the sound of a jet engine could be heard through the closed door. Liz turned back to look at the door, only to see it explode in front of her. The doors fell down to the floor, crushing the security men that Liz had brought with her. What frightened her was what followed the explosion. First she saw the glowing red eyes and then the cowl and mask of the Hobgoblin.

"You!" Liz gasped in surprise and fear.

"Yes, me," the Hobgoblin smiled, "And you must be Liz Osborn. A pleasure to put your life in danger once again."

"What do you want?" Liz demanded as she backed away.

"Oh, nothing much," the Hobgoblin thought aloud, "For starters you can leave this company alone. After all, I'm the one with the ownership documents."

"You stole them!" Liz answered.

"Details, details," the Hobgoblin smirked, "the point is, the documents are mine and this company is mine. I don't like you wanting to run my business."

The Hobgoblin then began tossing a pumpkin bomb in his palm. Liz watched it nervously.

"Do you understand me?" the Hobgoblin asked.

Liz continued to watch the pumpkin bomb bounce in the Hobgoblin's hand. Fear gripped every cell of her body.

"Sure," Liz answered, "I'll do whatever you want. Please don't kill me."

"Oh, I don't intend to kill you if I don't have to," the Hobgoblin said with an evil smile, "In fact, you could be quite useful for me."

"Useful?" Liz asked as she continued to back away.

She then tripped and landed on her bottom and began to crawl backwards away from the Hobgoblin's glider.

"Yes, useful," the Hobgoblin smiled, "You see, you are currently running Osborn Industries, one of the country's most prosperous companies. I could make a fortune off of Osborn Industries."

"You want the company?" Liz asked.

"Just the money," the Hobgoblin smiled, "I'm a wanted felon, you see. I can't run any business legally. I need someone to be a 'front' for me. To say my words. To do what I want. To give me my money."

"You… you…" Liz began, unsure of what to say, "You can't do that!"

"Oh?" the Hobgoblin asked, "I can't."

"I won't let you control Osborn Industries covertly," Liz tried to speak firmly.

The Hobgoblin gave an evil grin and pulled a tape recorder out of his pouch. He then tossed it to Liz on the floor.

"Play that," the Hobgoblin ordered.

Liz slowly picked up the tape recorder and pressed the 'play' button. She was then horrified by what she heard.

"Were you a good boy today?" Liz heard her own voice speak.

"Yes, mommy," her son's voice answered, "Drew a picture of Spider-Man and daddy."

"What were they doing?" Liz's voice asked.

"Jumping jacks," Normie's voice answered.

The tape then stopped there. Liz looked up in horror at the Hobgoblin who was still grinning. He then moved his glider forward and snatched up the tape recorder.

"If you don't do as I say, I can make sure that that little boy of yours never lives to draw another picture of Spider-Man or the Second Green Goblin," the Hobgoblin said coldly, "It's your choice. Your company's freedom? Or the legacy of Norman Osborn?"

"He will never be like Norman Osborn," Liz answered, "Leave my son alone."

"So, you'll pay me my money?" the Hobgoblin asked.

"Yes," Liz said weakly, "You can run Osborn Industries."

"Don't look so glum, woman!" the Hobgoblin laughed, "Officially you still have your job. You just have to do what I say and send me a certain percentage of your profits."

"Find," Liz said weakly, looking down.

"Very good," the Hobgoblin smiled, "I'll be sending an asscoicate of mine by your main offices in a few days to work out the details. He will say the word 'goblin' to your security, and they will escort him to you and then leave. If they do not, well, let's just say, your son's never been on the business end of a pumpkin bomb."

The Hobgoblin then left the room laughing.

**Midtown High**

Peter sat quietly looking over the homework that his students had done the night before. They were currently working on a quiz, so he was taking the opportunity to get his grading done, which he needed to do since his life as Spider-Man always kept him rushing to get his grades turned in on time. Of course, his frustration with recent events was still bothering him. He hadn't seen or heard from the Hobgoblin since his failed attack on the Avengers Tower. The Other, had also disappeared again, and Peter was still concerned about dealing with both of them and trying to make sure that he was there to support Mary Jane as she continued to get used to her new powers.

He paused in his work to look down a single ticket that lay next to his computer. It was a ticket the play Mary Jane was in, and they were having their first performance tonight. He was actually looking forward to seeing the play. His day so far had been rather decent. His students worked hard, and he associated as little as possible with the office staff. He hadn't seem much of Flash, as the new gym teacher was really getting into the role. A night at the theater with Aunt May to watch his wife perform would be the best thing to relax his mind from all his troubles.

All the students finished before the bell rang and were already lining up at the door as it rang.

"Don't forget to read Chapter Twelve for Thursday!" Peter said as the class hustled out.

Peter quietly ended his day as the students rushed out to head home and do their homework. He heard Flash was already starting practices for the basketball team, so he wasn't having to worry about Flash and his amnesia, which was still on his mind. It was three thirty, the play didn't start until six, and he and Aunt May needed to be there no later then five thirty. Peter then began walking briskly towards the Avengers Tower. He had just barely enough time to get back and perhaps shower, if he hurried.

**Avengers Tower**

"I gotta get going Aunt May," Mary Jane called out as she dashed for the elevator, "I'll see you and Peter at the theater!"

"Break a leg dear," Aunt May called after, "and remember it's an expression!"

Mary Jane nodded as the doors shut and her elevator then began its descent to ground level. Aunt May then turned to Jarvis, who was busy dusting off a nearby statue.

"Are you sure you can't come?" Aunt May asked the Avengers's butler.

Jarvis looked to the elderly woman and saw that she was inviting him to come along.

"A trip to the theater would be lovely, Mrs. Parker," Jarvis answered, "But I have family visiting this evening, and I can not go tonight. Perhaps some other time. I understand Mrs. Watson-Parker's play is performing on multiple nights."

Aunt May nodded, "Yes the play will be performed for the next week. I could buy a pair of tickets for a later performance if you wish."

"That would be lovely," Jarvis answered.

Peter arrived ten minutes after Mary Jane left and rushed for the bathroom that adjoined the room that he and Mary Jane shared. He showered as fast as he could, scrubbing with soap and rinsing with water. It was five in the evening when he arrived at the Avengers Tower elevators, and found Aunt May waiting.

"Sorry I'm late, Aunt May," Peter said as he pressed the 'down' button.

Aunt May checked her watch and then said, "You're right on time, dear, but we will need to hurry."

Peter nodded as he entered the elevator, holding an arm in front of the door sensor so Aunt May could get into the elevator. Once they got to the street level, Peter quickly hailed a cab and gave the cabbie directions while Aunt May got into the cab. It would be close, considering how thick traffic was, but it would be the quickest way to get to the theater in time. As they went, however, neither Peter nor Aunt May notice a small grey spider clinging to the hubcap.

**Off Broadway Theater**

Mary Jane carefully put on the make-up she was required to wear for the play, humming softly as she did so.

"You seem rather excited," an actor who was just passing by commented from the door.

Mary Jane smiled, "Yes, I really like this play, and I've had a good day today. My husband's schedule has tonight open, so he will be here tonight."

"And I thought it was because you'd be near me," the actor joked.

"Only on stage," Mary Jane answered.

It was exactly five thirty as Peter and Aunt May approached the ticket office. Peter handed his ticket and Aunt May's to the teller. The teller looked at each ticket and the pulled up a map of the interior.

"Okay, Mr. Parker, this is your seat," the teller explained as he pointed to a seat in the middle section, and squarely in the middle of the room.

The teller then pointed to a marked seat close to the stage on the room's left side.

"And this is your seat, Mrs. Parker," the teller explained, "Please hand your tickets to the usher."

"Wait?" Peter asked, "Our seats should be together. I know I bought tickets for seats that were next to each other."

"I'm sorry, sir, but those are the seats that the tickets you have are for," the teller said, "It is possible that you could have made a mistake while ordering the tickets."

Peter looked as if he was about to blow a gasket when Aunt May put a hand on his shoulder.

"I'll be fine dear," Aunt May spoke, "Let's not make a scene."

Peter sighed and handed Aunt May her ticket. The two then made their way toward the doors.

**Church Attic**

The Other sat quietly as a small grey spider climbed in through a crack in a window that was opposite the one that the Other used as its entrance and exit. The Other lifted its head and looked at the spider as it came closer.

"A theater?" the Other asked the spider, but didn't listen for an answer, "Again you hide amongst many. Unfortunately now, Peter Parker, Spider-Man, you have done this for too long. You will die tonight."

The Other then rushed towards its exit and began leaping toward the theater that the smaller spider had told it where the Other's target was.

**Off Broadway Theater**

The play was actually a very good one, and got Peter's mind off of the fact that he had somehow made a mistake while purchasing the tickets. He waved politely to Mary Jane when she came on stage. She didn't break out of character, but Peter knew she saw him. The play had just come to a scene where Mary Jane was talking with a male actor when a familiar buzzing went off inside his head.

On stage, Mary Jane was enjoying the performance. She wondered why Peter was in one section and Aunt May was in another, but that was something she could figure out later. Her focus was on the play itself.

"The real problem," Jeremy, one of her costars, spoke, "Is that we can not find the gold with Harvey's knowledge."

"And Harvey…" Mary Jane answered just as her own spider sense went off.

Her line was cut off as the Other suddenly charged through ceiling down on Peter in the audience. Screams were heard throughout the theater.

"What the hell is that?" Jeremy asked.

"I don't know," Mary Jane answered as her spider-sense went off again as several views began to rush the stage to escape the creature.

Mary Jane moved quickly, lifted up Jeremy and got him into a corner as the panicked viewers ran towards the stage's back entrance.

"Wow," Jeremy gasped, "have you been working out?"

"Yeah," Mary Jane answered not paying attention as she peaked out around the curtain.

The Other landed directly on Peter, who couldn't do anything because it would reveal himself as Spider-Man. The creature's impact broke the chair that Peter was sitting in, and people quickly began to scream and run away.

"Now you die," the Other growled at Peter and raised its claws to strike at him.

"I think not," Peter said back and pushed with his legs, knocking the creature off of him.

The Other flew off of him and landed in a few seats that had already been vacated. Peter looked around to see the entire audience fleeing the area. Some running back towards the exits. Others were rushing the stage, joining frightened actors and stage workers.

"What have I done to you?" Peter yelled at the Other.

The Other lunged forward and punched Peter in the face before he could dodge the attack.

"Simple," the Other growled, "You have refused to evolve. The Great Weaver made a foolish mistake in bringing you back. I intend to rectify that mistake!"

Mary Jane gasped after she heard the Other's comment. That creature intended to kill him, and there were still a few people in the theater, so he couldn't change into costume, if he even brought it with him. She had to do something. She couldn't let that monster kill her husband.

"Mary Jane," she heard a voice speak to her.

She new Jeremy had panicked and left earlier, and from the sound of the voice, she knew was Aunt May.

"Aunt May, you need to get to safety," Mary Jane spoke.

"And what about you?" Aunt May asked.

"I can't let that creature kill Peter," Mary Jane said, "He can't get into costume with the few people still struggling to get out."

"He didn't bring it with him," Aunt May spoke, "Tonight was to be a night off from being Spider-Man."

May Jane immediately began to step forward, but was stopped when Aunt May grabbed her arm.

"You'll need a costume if you're going to go after it, yourself," Aunt May spoke.

Mary Jane turned to look at Aunt May with a surprised look on her face.

"And I have a costume for you," Aunt May said weakly.

Mary Jane sighed. She knew she didn't want to wear spandex, but given that Peter was in danger, it didn't look like she had much of a choice.

"Fine," Mary Jane spoke, "Let's get to a dressing room. This way."

Peter flew through the air before impacting a wall after the Other had thrown him. He quickly looked around to see that all the people in the audience had fled. He then raised his hands and shot out two webbing strands at the Other, wrapping the creature up.

"You've bothered me for the last time," Peter said firmly as he raised his fists.

The Other merely raised its arms, breaking the webbing strands and raised its claws at Peter once more.

"Yes," the Other snarled, "this will be the LAST time I 'bother' you. You will be dead before this is over."

The Other then lunged at Peter once more. Peter managed to catch the creature, and the two began to push against each other, like two football linemen, blocking against each other.

"You are still a worthy opponent," the Other said in a cold voice, "but it is time for you to die!"

A voice with a heavy New York/New Jersey accent then cut Peter off before he could answer.

"NOOOOOOOOO!"

Peter then watched as person in a red and blue spandex costume land on the back of the Other knocking the creature to the ground. While Peter didn't recognize the voice, the fact that there was a spider emblem on the costume and the fact that the woman had bright red hair, he knew exactly who it was under the mask.

"MJ?" Peter asked.

**To Be Continued…**


	7. Arachne

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is recently completed in the Spider-Man comics.

A New Life

By TVfan

**Chapter 7: Arachne**

**Off Broadway Theater**

It was clearly Mary Jane wearing the costume. Peter could tell by the heroine's physical appearance. Her hair matched Mary Jane's and judging that the costume did have a spider emblem on it, she had to be his only option for a guess.

"Yeah, it's me," Mary Jane answered still keeping her voice disguised, in case there was someone there.

Peter sighed and quickly looked Mary Jane's costume over. It seemed to have taken ideas from almost every 'spider-costume' Peter had seen over his years as Spider-Man. Other then two white eye pieces that were only as large as the eye sockets in Mary Jane's skull the costume had the same colors as Peter's costume did, red and blue. Like Jessica's costume, the mask didn't wrap around her entire head, allowing Peter to see her long red hair, and her nose, mouth, chin, and part of her cheeks were not covered by the mask. Judging by that, Mary Jane could not be very happy.

The way the rest of the costume was set up was closer to Ben Reilly's Spider-Man costume. A large head and abdomen of a spider was in the middle of her chest, while the spider's 'legs' came out from the point where the 'head' met the 'abdomen'. Two pair went up, one wrapping around Mary Jane's shoulder, while the other seemed to go straight up over the muscle between her neck and shoulders. The two upper pairs of 'legs' had to wrap around the costume to go to a similar spider on the back of the costume, although Peter couldn't see that one. The other two pairs of 'legs' came down to in much the same way the lower pairs of 'legs' on Ben's costume had.

There were some differences in Mary Jane's costume that Peter noticed. The spider and its legs, her arms and legs, and the lower half of Mary Jane's torso was red. Mary Jane's mask and chest was blue. Also, unlike Peter or Ben's costumes, Mary Jane's costume had no webbing on it.

While Peter looked over her costume, Mary Jane applied all the pressure that she could to hold the Other down with her foot. The creature was stunned for the moment, but Mary Jane wasn't going to take any chances.

"So, uhh…" Peter commented scratching the back of his head, "I didn't know this was part of the play."

"Very funny, Peter," Mary Jane answered, "What do we do with this?"

The Other, at that moment recovered from Mary Jane's attack and began to disintegrate into thousands of smaller spiders. They then crawled out from under Mary Jane's foot and reintegrated in front of her.

"You will do nothing," the Other growled, angry that it had been so careless as to be attacked from behind.

The Other then threw a punch at Mary Jane. She was able to avoid the punch thanks to her spider-sense, but MJ didn't have any experience in using it, and ended up leaping halfway across the theater, and was lucky not land on her behind. Peter then lunged at the Other and grabbed the creature by the head, intending to pull its head off. The Other then elbowed him and knocked him back against the wall.

"Now, if we are through with the interruptions…" the Other spoke as it raised a clawed hand.

Peter raised one foot and kicked the Other in the gut, sending the creature flying through the air. Mary Jane found the creature flying at her and swung her fist in an attempt to knock the creature away from her. Her blow hit home, but instead of knocking the Other away, it practically exploded into thousands of little spiders.

"Blasted thing!" Mary Jane screamed at the many small pieces of the Other, "How can we get rid of this thing?"

"I think we'll need a vacuum or have some sort of air tight bag that could hold all its pieces," Peter answered, "Of course we'll need to use them after we've got it to disintegrate."

"You'll never get the chance!" the Other screamed as it reintegrated and lunged at Mary Jane.

Mary Jane ducked down and avoided being tackled while the Other soared over her and took out several chairs. It quickly turned and swung its legs too quickly for Mary Jane to dodge and brought her to the ground.

"You are annoying me," the Other growled at Mary Jane.

Peter leaped across the room and kicked the Other before the creature could do anything more. The blow knocked the Other into another row of theater seats. Peter then grabbed and threw the Other onto the stage. Mary Jane then got up onto her feet to stand next to Peter. At the same time, several policemen burst into the room and aimed their weapons at the Other.

"Put your hands on your head!" one policeman yelled at the creature.

"This isn't over, Parker," the Other vowed and disintegrated as the policemen shot it with their handguns.

The small bits of the Other quickly left. Peter and Mary Jane gave short sigh, only to tense up as several of the officers closed in on them.

"Are you okay, sir?" one of the officers asked.

"I am thanks to this fine woman," Peter said, placing a hand on Mary Jane's shoulder.

All of the policemen then focused on Mary Jane.

"And who are you, ma'am?" one of the policemen asked.

Mary Jane sighed. She hadn't anticipated all this, but then she hadn't intended ever having to put on a spandex costume in the first place. She promised Jessica she wouldn't take 'Spider-Woman' as a name, but for some reason, that sounded like the only 'name' that made sense.

"Ma'am?" the policeman asked, raising a gun at MJ.

"I think I heard that bad guy call her 'Arachne'," Peter told the officer.

"Arachne?" the policeman asked.

"From Greek mythology," Peter explained.

The officer nodded.

"Is that your name, ma'am?" another officer asked.

"Yes," Mary Jane answered, "You can call me 'Arachne'."

"What were you doing here?" the officer asked.

"I saw that someone went through the roof and decided to investigate," Mary Jane answered, "And I need to get going. See if I can catch that bad guy."

Peter then watched as Mary Jane walked over to the hole in the ceiling where the Other had attacked from and shot up a webline into the hole. She then crawled up the webline like kids climbing a rope in gym class. Peter inwardly sighed, as he would have used his spider-strength and shot his webline in a way that he could swing up into the hole on the webline, but then Mary Jane was only starting and needed more training.

The officers, however, were not done.

"Excuse me, sir, but do you know why that thing wants to attack you?" the officer asked in a firm voice.

"No," Peter said back, "I've never seen that grey thing before."

The officers nodded amongst each other and then turned back to Peter.

"Okay, I think that's all we need you for," one officer instructed, "Why don't you get out of here so that we can search this place for clues."

"Sure," Peter commented and headed for the exit.

**Outside**

Peter found Aunt May standing outside the exit as the elderly woman had left the theater through its back entrance. She quickly hugged him.

"Thank goodness you're alright," Aunt May spoke, "Where's Mary Jane?"

"She had to use a different exit," Peter whispered.

"Oh," Aunt May nodded.

Peter nodded, and said quietly, "The police came in before we had a chance to do anything. The Other got away as well."

Aunt May nodded.

"I don't suppose you can make it back to the tower on your own?" Peter asked quietly, "I have a feeling that I will at least need to talk with MJ."

Aunt May nodded and began to make her way out through the crowd to where she could get a cab or at least get a spot where she could walk without dealing with several people watching a 'crime' scene. Peter, meanwhile, made his way to a nearby alley and checked to make sure no one was watching. Once he was sure that there were no observers, he pulled a handkerchief out of his pocket and tied it around his head so that it covered his nose, mouth and chin.

Peter then began to climb up the side of the wall up onto the roof of the theater. Sure enough, he found Mary Jane sitting down, still in costume, as her normal clothes were with Aunt May and her costume for the play was still in her dressing room. She barely noticed that Peter arrived.

"You okay, MJ?" Peter asked as he sat down beside her.

"I'm not hurt," Mary Jane answered.

"That isn't what I asked," Peter pointed out.

"I don't know how I'm supposed to feel," Mary Jane answered as she looked over at him, "I said I'd never be wearing spandex, yet here I am…"

"You couldn't have predicted what would happen in the future when you said that," Peter commented, not noticing that this was something that MJ usually said when some aspect of his life as 'Spider-Man' got him down.

"It just seems like our lives are destined to be strange," Mary Jane answered.

"I think that's Doctor Strange's job," Peter commented with a weak smile.

Mary Jane frowned at him.

"So, where did you get the costume?" Peter asked.

"Apparently Jessica asked Aunt May to make it," Mary Jane answered, "Just in case something like this happened. And you know, part of me is mad at her that she had Aunt May make a costume when I said I didn't want to be a superhero, but then I know she was right to do so. I mean, look at me! I've done exactly what I said I wouldn't do. I'm not normal."

"I'm not going to hate you over this," Peter said, "It isn't really very bad."

Mary Jane sighed, "It isn't 'bad' at all. It's just something I didn't want."

Peter patted her on the back, "I know…"

"But you know, there was also something that Jessica said to me that made me think that there was something would make me do something like this," Mary Jane commented.

"What?" Peter asked.

"I can't say," Mary Jane answered, looking embarrassed.

"What was it?" Peter asked again.

"You know I love you, right?" Mary Jane asked.

"Of course," Peter nodded.

"I don't want to be a widow, not so soon after I got you back," Mary Jane said weakly, "And every time you go out, I'm afraid that that will be the day you don't come back. When the Other just attacked you in the theater, and was wanting to kill you, I just couldn't stand by. I couldn't let it kill you."

"It wouldn't have beaten me," Peter said confidently.

"That wasn't what it looked like from where I was standing," Mary Jane answered.

"So seeing me in danger made you decide to put that on?" Peter questioned.

"Yes," Mary Jane sighed and put her head down.

"Well," Peter commented, "You look good in it, anyway."

"If I were used to all this, that would have been a decent complement," Mary Jane pointed out.

"Sorry," Peter shrugged, "I just don't want you to be depressed by this."

"I'm not depressed," Mary Jane answered, "This is all just very new to me."

"You can talk to me at any time," Peter spoke, "It always helps when you have someone to talk to. It took me awhile to get used to being Spider-Man. I knew that I had to be Spider-Man, but it still took me awhile to get use to it."

Mary Jane slowly stood up, "I know I can. But, I know I can not just be Mary Jane Watson-Parker anymore. There's always going to be some villain that will come after you that will make me worry. I can't stand by anymore and let someone like Osborn or Venom come after you and beat you senseless."

Peter sighed and nodded. He knew that there was a lot of things that he did that always stressed Mary Jane out.

"I know that you won't want to hear this, but maybe in the long run, it may be a good decision," Peter commented, "I mean, remember that some of my enemies know who Spider-Man is. Osborn is among them, and now, at least, even if we weren't in the Avengers Tower, he couldn't just fly through window and gas you. At least, not with out you landing a punch on him."

"Guess that means you won't have to worry about him, or presently the Hobgoblin dropping me off of a bridge," Mary Jane sighed, "I guess it will mean that you're going to have to take my training to another level."

"We can practice with the web slinging right now, if you like," Peter commented.

Mary Jane shook her head, "I'm gonna have to. Aunt May has my street clothes and I'm going to assume that you sent her back to the tower already."

Peter nodded and approached the alley, his handkerchief, the only thing keeping his identity secret, and looked over the alley and street beyond it.

"Nice mask, by the way," Mary Jane commented weakly as Peter got ready to give his lesson.

"Thanks," Peter chuckled, "Okay, web slinging will require many of the same skills as merely shooting out a webline. The one major difference is that when you feel the webline hit a building you need to release you fingers slightly and grab the webline in your fist, or you'll end up falling to the ground while you're producing more webbing as you go."

Mary Jane visibly shivered, knowing that she didn't want to simply fall to the ground.

"That shouldn't be hard," Peter said in a comforting voice, "You'll feel a slight thumb travel through the webline once it hits something. Right now your biggest problem is your aim, but even that isn't horrible."

"That doesn't make me feel better," Mary Jane answered, "If I don't shoot out too much, I can always miss all together."

"Let your spider-sense guide you," Peter said, "It will guide you in almost all things."

"What doesn't it help with?" Mary Jane asked in a somewhat rhetorical voice.

"I've never felt it buzz when we've made love," Peter said weakly and once Peter saw one eye piece move on MJ's mask, he continued, "But it will help with most other things, so just do what it directs you to. It will feel like instinct when it goes off."

Mary Jane slowly approached the edge of the building, "This is still a first for me. Webslinging on my own, that is."

"I'll catch you if you fall," Peter promised.

Mary Jane slowly nodded and shot out a webline, shuddering as she felt it come out of her wrist, and released her ring and middle finger as the webline hit the side of the building diagonally across from the theater. Slowly she let herself fall off of the roof the theater and felt the webline pull her up away from the street coming up at her as she tried to cling to the webline as hard as she could. After less then a second, her spider-sense went off, seeming to indicate that she was going to indicate that she was going to hit the building that her webline was attached to. She then quickly shot out another webline, praying her spider sense was telling her where to go.

Less then a second after she shot out the new webline, she felt the line hit another building and she swung down on it through the next intersection. As she did so, a large semi came up, and Mary Jane's spider-sense went off again. Almost instinctively, she pivoted her body so that she was facing sideways and went between the truck and the trailer. She also felt her body releasing a lot of adrenaline as she came out from between the truck and the trailer.

"Whooooooooooooo-yeeeeeeeeaaaaaaaaaahhhhhh!" Mary Jane screamed as she found that her webline was attached to a flagpole on another building and she was launched into the air and landed on the roof of a building about block away.

Peter landed right behind her and steadied her as she nearly lost her balance after landing.

"Wow," Mary Jane spoke as she struggled to get her breath back.

"You did very well," Peter commented, "Even did something that I would normally do to show off. I wouldn't have attached my webline to a flag pole, but you still did very well."

"That was like a roller coaster!" Mary Jane said in a excited voice.

"It's like that for me all the time," Peter smiled beneath his handkerchief.

"Wow," Mary Jane said again.

"We need to keep going, and we're about halfway there," Peter pointed to the Avenger's Tower on the near horizon.

"Okay," Mary Jane nodded and prepared to shoot out another webline.

**Church Attic**

"I didn't know that he had a partner!" the Other screamed at the small spider carving it had made in one of the wooden beams of the church's rafters.

The Other outwardly cringed as if it were being lectured. It raised its clawed hands over its ears.

"I am not giving up," the Other screamed, "Spider-Man will die, either in costume or as Peter Parker. He will die!"

The Other then narrowed his eyes and looked up from the floor, "And his apparent partner must now die. I am not HER Other, but is she will not allow evolution to take its course, then she must die as well."

The voice that the Other heard became softer, as if giving instructions to a child. The Other nodded as it received its instructions.

"Yes," the Other spoke, "It is time to begin hunting the unevolved."

**Avengers Tower**

It was quiet when Peter and Mary Jane arrived. The two slowly decided to call it a night and slowly began to walk toward their bed room, while Mary Jane lowered the mask to her costume. To their surprise the two ran into Jessica on the way to their room.

"What happened?" Jessica asked as she noticed that Mary Jane was not in her normal clothes.

"The play had a rather violent viewer," Peter answered, "The Other attacked me right in the middle of it. It didn't hurt anyone, and Mary Jane and I drove it off, but it managed to ruin the night."

"I couldn't let that thing hurt Peter," Mary Jane said, looking down.

"We then came back here," Peter finished as he removed his handkerchief from his face.

"Do you intend to continue helping your husband?" Jessica asked.

Mary Jane looked down again, "I can't let some guy kill him. I can't."

"I understand your reasons," Jessica spoke, "If I were in your situation I would probably make the same decision for the same reasons you did."

Mary Jane nodded weakly.

"So what name will you be using while you're dressed like that?" Jessica asked.

"Peter came up with the name actually," Mary Jane answered, "What was it you said? Acne?"

"Arachne," Peter corrected.

"Arachne," Mary Jane spoke.

"Pretty interesting choice, what does 'Arachne' have to do with spiders, other then its similarity to the word arachnid?" Jessica asked.

Peter sighed heavily, "Didn't either of you pay attention when teachers talked about mythology? According to the ancient Greeks, Arachne is the ancestor of all spiders. She was a Greek weaver who boasted that she was the best weaver in all Greece. This infuriated Athena, who destroyed all her work. Arachne committed suicide when she found out she offended the gods. Athena then took mercy on her and turned her into the very first spider and let her continue her weaving. The story of Arachne is where modern scientists have made the word arachnid, although they use the term arachnid to refer to all bug-like creature that is wingless and has eight legs."

"Only a science teacher would know that," Mary Jane commented.

"It's written in any mythology book," Peter answered defensively, "I started doing research on all of this after Ezekiel came around and began talking about my 'totem'."

Jessica nodded at Peter's explanation of where he came up with Mary Jane's 'code-name' and then said, "You know your training will need to change a lot of its emphasis if you wish to continue."

Mary Jane nodded, "Yeah, I know. Peter and I were going to get started on that tomorrow. We'll probably still have practices to make sure I can fully control my pheromone powers."

Jessica nodded and began to continue on her way down the hallway, "Good night Peter, Arachne."

"Good night," Peter said and began to escort Mary Jane toward their room.

**Daily Bugle, Early the Next Morning**

"Why don't we have pictures!" J. Jonah Jameson screamed inside his office, "Some new super-nut shows up and we don't have pictures."

The people that could hear him stood in silence.

"Where was Parker?" Jameson demanded, "He is able to get shots of these weirdoes."

"I think he was there, but to see his wife in the play," Robbie Robertson answered, "I doubt he had his camera with him, and besides, he takes pictures of Spider-Man."

"Do you think there's a connection between the two?" Jameson asked, "This 'Arachne', or whatever the police report said she was calling herself was wearing a spider-costume."

"We don't know," Robbie answered, "I also don't think we should make up any connection until after we have more information."

Jameson merely waved it off, "Get me one of the artists. Have him draw an image of what this 'Arachne' looks like."

**Avengers Mansion, Later**

Peter and Mary Jane came into the dinning room to find Aunt May already eating. She was busy reading the paper.

"Morning, Aunt May," Peter said politely.

"Morning, Peter," Aunt May answered, "Mr. Jameson called. Said something about having pictures of 'Acme'."

"I think he wanted pictures of me in that costume you made me," Mary Jane spoke up, "The word would be Arachne."

"Interesting," Aunt May commented, "I didn't know you were a fan of Greek mythology."

Peter raised his hands as if to say, 'finally'. Mary Jane ignored him.

"So what does the paper say about my 'grand' entrance?" Mary Jane asked.

Aunt May raised the paper so that Peter and Mary Jane could see the front page. The headline read, 'New Super… in Town". What drew their attention was a crudely drawn picture of a woman with red hair in a spider-costume. There were some obvious differences between the picture and what Peter and Mary Jane to be reality.

"Why do I have eight limbs?" Mary Jane asked while Peter took a closer look at the picture where it said, 'artists impression'.

"It says it's by Heath Jeks," Peter said as he sat back, "He's one of the Bugle's interns that Jameson has around to help him out. He won't pay a real artist. The guy probably read the police report and let his imagination take it from there."

Mary Jane only sighed, "At least he didn't call me a villain."

Peter and Aunt May nodded.

"I'm sorry I didn't tell you about making the costume," Aunt May spoke to Mary Jane as the young couple began to assemble their own breakfast.

"You don't need to be sorry," Mary Jane answered.

"I still feel sorry," Aunt May answered.

"Why?" Peter asked, "Everything is fine."

"Mary Jane made it clear that she didn't want to be a hero," Aunt May answered firmly, "and I agreed that she didn't have to be. How would you feel if I agreed with you on something and then went ahead did exactly the opposite?"

"The situation was different, Aunt May," Mary Jane asked, "Jessica asked you to make it, and as you told me, it was a 'just in case' situation. Well, 'just in case' happened last night."

"I still feel like I've betrayed your trust," Aunt May spoke, "It may be the fact that I was raised in a time before the world became so complicated, but I still feel that way."

"You haven't Aunt May," Mary Jane answered, "If you hadn't done that, the newspaper would say 'Super-Actress' or something like that. The last thing I need is publicity concerning this whole issue. While I'm still getting used to this, the last thing I need is to be exposed as person with super powers."

"And if that thing hadn't attacked Peter?" Aunt May asked.

"I'd have a very colorful Halloween costume," Mary Jane said weakly.

"I must thank you for not holding anything against me," Aunt May spoke.

Mary Jane nodded.

"So what is your plan for today?" Aunt May asked.

"MJ and I are going to work on her training for most of the day," Peter answered, "I don't have to work today, and I'm going to assume that they won't be performing the play until the theater is repaired, so we have all day for training."

"Are you sure that such a workload is right?" Aunt May asked, "so soon?"

"Arachne has no training," Mary Jane answered, "Right now, I'd do more harm then good if I tried to help Peter. I know I'm not going to like it, but I also know that if I don't, I'm going to have to sit and worry night after night, which I don't think I can do anymore."

Mary Jane paused for a moment, "and our schedules won't be so open in the future. Peter teaches tomorrow, which will take away most of tomorrow, and once the theater is repaired, or the director calls to say the play has been moved to a different theater, I will be back with either rehearsals or preparations for the night's play, which will chew away more time. It will be best to get most of the training in now, while we have the time, rather then to wait."

Half an hour later, Mary Jane, once again in her 'Arachne' costume except her mask, stood in front of a wall inside the private gym that Stark had in the Avengers tower.

"So, how did you say you cling to walls, again?" Mary Jane asked as she looked at the wall.

"I think about 'clinging' as hard as I can," Peter answered, wearing every piece of his Spider-Man costume except the mask, "I've developed thousands of small individual hairs that work the same way the hairs on a spider's foot work…"

"I've never felt them when we've held hands," Mary Jane commented.

"I've never tried to 'cling' to you," Peter replied, "You'd feel them if I did. Tony's equipment indicated that that is the same way you should be able to cling to walls…"

"I have hairy hands?" Mary Jane gasped, sounding shocked.

"Not in the way you're thinking," Peter said quickly, "the hairs are very short and are practically invisible. I needed a microscope to look at mine. Just think about clinging to the wall and you should cling to the wall."

Mary Jane looked down at her gloved hand, "I'm going to assume that these hairs are also on my feet?"

Peter nodded. Mary Jane shook her head and took a closer look at the wall and approached it. She cleared her mind and focus on one thing, clinging to the wall in front of her. Slowly she put one hand on the wall. She felt a slight prickling sensation as she was sure that the several hairs were gripping the plaster of the wall. Then she put her other hand on the wall. She soon felt the same sensation as with the first hand.

"Now try your feet," Peter encouraged.

Mary Jane gulped and lifted one foot and placed it on the wall. Again, she felt the same sensation of the microscopic hairs gripping the wall, even through the boot of her costume. Then she left the other foot and placed it on the wall. Again she felt her foot grip the wall. She turned her head back to look at Peter, who was smiling at her.

"Smile," Peter said as he snapped a picture off of his wife clinging to the wall with a digital camera, "Try calling around on the wall and the ceiling too."

Mary Jane nodded, and began to make an effort at crawling up to the ceiling. She wondered how she looked like to Peter as her knees were not hitting the wall and neither where her elbows.

"I'm not sticking my butt out, am I?" Mary Jane asked.

"No," Peter shoo his head, "Your legs are bent in such a manner that your back is straight. It's part to the spider-like agility."

Mary Jane gave a sigh and continued 'wall-crawling'. Soon she was on the ceiling and looking down at Peter. It felt somewhat weird to her to see her husband standing on the ground while she was crouching on the ceiling, with her hair hanging down.

"Very good," Peter spoke, "Now, this is just some extra facts for you. You can not be pulled off of anything that you're clinging to when you've focused on clinging to the wall. Your 'wall crawling' power is that powerful, but there are some things to remember. There are many guys out there that are strong enough to pull you and the section of the wall that you're clinging to down. And clinging to a tougher substance won't fix the problem. The Hulk is strong enough to pull you or me off of the rock while ripping our arms and legs off."

Mary Jane cringed, "Let's not fight him then."

**Outside**

"Thank you, little one," the Other spoke to a small black widow spider as it crouched on top of a nearby building, "You were most helpful."

The Other then turned its attention back to the building it was staring at earlier. There didn't seem to be anyone near the windows. The Other found it somewhat ironic that it was intending to attack the building that it had first appeared and escaped from.

"Are any of the other Avengers present?" the Other asked the black widow.

The Other sat quietly as it listened to the spider's answer. Once it had finished it smiled.

"Thank you my friend," the Other spoke and leaped out toward the Avengers tower.

**Inside**

"Remember that your biggest problem with web slinging is your aim," Spider-Man said in a calm voice as he and Arachne began to walk toward the main window that he used to go in and out of the Avengers Tower, "You great with everything else, which is good."

"Wouldn't it be better to practice my aim inside?" Arachne asked, "On dummies or something?"

"That would work for webbing up crooks," Spider-Man answered, "But it won't help you prepare for when you're web slinging on your own. The city is filled with twists and turns and each building in the city has a different design to it. The best way to perfect your aim around the city is to go web slinging."

"You'll catch me if I miss?" Arachne asked.

"You should know I will," Spider-Man answered as his spider-sense went off suddenly.

Spider-Man turned and looked at Arachne. She looked to be just as surprised as he did.

"Your head's buzzing too?" Arachne asked.

"Something strange is going on," Spider-Man answered.

Spider-Man turned and looked over at the window that he and Arachne were intending to leave through. His eyes widened beneath his mask as he saw that the window was completely webbed up.

"What the…?" Peter spoke with a tone of surprise in his voice.

"Someone's webbed it up!' Arachne spoke up.

"Indeed someone has," the Other spoke as it dropped through the ceiling and reintegrated itself into a singular being, "Now I will get the two of you!"

"Two of us?" Arachne demanded.

"You will not let evolution take its course," the Other answered, "I must make sure that everything follows the laws of evolution."

The Other then lunged forward and landed a blow on Arachne, before her spider-sense could warn her of the blow. It knocked her back into the wall, and she began to rub her cheek. The creature then moved to attack Spider-Man, but he was already prepared for the Other and after a leap to bounce off the wall, Spider-Man landed a strong kick to the Other's gut, knocking it back several feet.

"You okay?" Spider-Man asked Arachne.

"Surprisingly fine, considering how hard that thing hit me," Arachne commented, still rubbing her cheek.

"That would be one of the side effects of spider-strength," Spider-Man answered as he helped Arachne up, "You can take punishment that looks rougher then it feels."

Spider-Man was about to say more when his spider sense went off and the Other landed around his back. The creature wrapped its arms around Spider-Man's neck and its legs around his waist.

"Don't tell me your partner does not even know what she is doing!" the Other spoke as it attempted to strangle Spider-Man.

Spider-Man elbowed the Other in the gut with all his might, forcing the creature to loosen its grip on him.

"And you're one to talk when you've put yourself in a position where you can't defend yourself?" Spider-Man asked as Arachne stepped forward and punched the Other in the face.

The blow knocked the Other off of Spider-Man, but the creature only bounced back onto its feet.

"Physical blows mean nothing to me," the Other said firmly, "The two of you can punch me as much as you want, but it will do you no good."

Spider-Man then lunged forward to punch the Other, only to have it disintegrate as he made impact. The Other then reformed himself between Spider-Man and Arachne and slashed its claws at both. Arachne leaped back and clung to the wall behind her and quickly raised her hands to web up the Other's hand. Spider-Man merely ducked under the Other's blow.

"This will not stop me," the Other answered when it found out that Arachne was strong enough to prevent the creature from pulling the webbing out of her hands, and slashed the webbing off of it, "There is nothing you can do to stop me."

Arachne sighed and leaped over the Other and landed next to Spider-Man.

"Any ideas?" Arachne asked.

"I don't think we can beat it up," Spider-Man sighed as the two avoided a flying leap from the Other, "but… maybe we can contain it somehow."

The Other rolled back onto its feet after it's attempt to tear the heads of its two targets off and prepared to attack again.

"You can not beat me!" the Other announced, "Your conversation is meaningless, and your time to die has arrived!"

The Other then attempted to slash its claws at Spider-Man.

"Contain it?" Arachne asked as Spider-Man grabbed the Other's swinging arm and then threw the Other against the wall.

"This way!" Spider-Man exclaimed and began to run down the hallway.

Arachne quickly followed.

"Running won't help you, Spider-Man," the Other shouted as it began to give chase to the two of them.

Spider-Man ran with Arachne close behind toward the area that was Avengers only. He hoped that his idea to defeat the Other would work and that the Other wouldn't decide to find Aunt May and take her hostage.

"Where are we running?" Arachne asked.

"Tony's got some large airtight vat type things," Spider-Man answered, "I don't know what he uses them for, but I know their airtight. The Other shouldn't be able to escape."

"Aren't you concerned that he could break the container?" Arachne questioned.

"He said he tested them with his armor, so it should hold," Spider-Man answered, "If not, we'll be closer to where Jarvis stores all his insecticides and so forth, and don't worry, neither of us are vulnerable to them… at least no more vulnerable to the poison as a normal person is."

Arachne nodded and tried to web up the Other's legs to slow it down a little. The attack only succeeded in wrapping one of the Other's legs in webbing, and did little more then annoy the creature. The Other had ignored the conversation that the two heroes had been having. It, like the female's webbing was only an annoyance to it. It had Spider-Man practically alone as the other Avengers were off somewhere and the female could not be fully trained.

After a few minutes running, Spider-Man and Arachne had come into a large lab-like room, that had two large glass chambers with large rubber hoses attached to the top. The hoses went up to the ceiling to what looked like a pump, which was attached to another hose, which almost looked like a vacuum hose.

"Let me guess, you plan to suck him up with a giant vacuum cleaner?" Arachne asked as they stopped and looked that chambers and then at the Other who was quickly coming up on their position.

Spider-Man nodded.

"Do you know how to turn it on?" Arachne asked.

Spider-Man sighed, "Basically. Turning it on isn't the problem. The problem will be getting the Other to disintegrate into its smaller parts."

"Great," Arachne grumbled as her spider sense went off again.

The Other suddenly plowed into her as her conversation with her husband had distracted her and kept her from paying attention to her pursuer.

"It doesn't matter what the two of you intend to do," the Other spoke, "He has not evolved and you prevented me from insuring the course of evolution last night. Therefore, you both will die now."

The Other attempted to claw at Arachne, but she managed to grab hold of the creature's wrists and the ended up wrestling with each other on the floor. Arachne put all her strength into trying to roll the Other onto it's back, but she quickly found that the Other was just as strong as she was.

"You can not win, female," the Other said triumphantly, "Your partner has deserted your side for the time being, and eventually you will tire."

Arachne managed to bring her legs up to her chest, and then trust them forward into the Other's chest. The creature was launched into the doorframe that it had charged through, but remained as a single being. She then heard the sound of the pump turning on as Spider-Man gave her a thumbs up from a control panel on a raised walkway behind her and the chambers.

"Great," Arachne mumbled, "Make me fight this thing. I'm supposed to be helping you."

Arachne then lunged forward and threw a punch at the Other as it recovered from being kicked off the heroine earlier. No blow was ever landed, as the Other quickly disintegrated into its composite pieces.

"Don' t you ever learn?" the Other questioned as it became thousands of smaller spiders.

Spider-Man then leaped from the walkway, grabbed the vacuum hose and aimed it at the mass of small spiders.

"Do you?" Spider-Man asked back as various small bits of the other began to be sucked into the hose.

"NOOOOO!" the Other cried, its voice getting weaker as more and more bits and pieces of itself were sucked up.

Arachne and Spider-Man watched as the Other was sucked into the first chamber by the oversized vacuum that Spider-Man was holding. The Other was busy reintegrating itself inside the chamber, but was unable to escape from its prison, so far.

"Gotta love sharing a building with a big 'techno-wizard'," Spider-Man commented with a grin, although no one could see it.

"It seems rather anti-climactic to defeat it with a vacuum cleaner," Arachne commented.

"It's how I defeated the Sandman for the first time," Spider-Man shrugged, "I'd take a victory wherever I can take it."

Arachne sighed and looked at the chamber that now held the Other. The creature was making a futile attempt to escape its prison. It then leaped to the top of the chamber and tried to open the doors to crawl out the hose. The top of the chamber suddenly electrified and the Other was thrown back to the floor of the chamber.

"I wonder why Stark has these things here anyway?" Arachne wondered aloud, "I mean it's not like anyone's ever made a mess big enough that Jarvis would need to use a vacuum of this size."

Both Spider-Man and Arachne then felt their spider sense go off. They turned to see the rest of the Avengers standing in the doorway.

"You two obviously weren't there before I gave up alcohol," Iron Man commented with a slight touch of humor in his voice.

"We go on one minor mission, and you web the building, again," Wolverine growled.

"I didn't web the building!" Spider-Man answered, "And don't you accuse my wife, either!"

"We're not accusing either of you of anything," Captain America answered.

"Although, you do seem to attract attackers," Luke commented.

Iron Man meanwhile approached the chamber that housed the Other.

"I see the two of you have tested Stark Enterprises newest product," Iron Man commented, "Who… what is this thing?"

"That would be 'the Other'," Spider-Man answered, "It is responsible for webbing up the building."

"Any idea as to why?" Iron Man asked.

"It didn't want us to leave," Spider-Man answered and pointed to Arachne, "We were going to go out to give her some more practice at web slinging when we found out about what the Other had done."

"So she has changed her mind about what she wants to do with her powers?" Iron Man asked.

Spider-Man only nodded. The real answer was more complex then that, but it was the best he could do.

"She looks good like that," Wolverine commented.

"Uh, thanks," Arachne answered nervously as she moved behind Spider-Man.

"May we ask what you intend to call yourself?" Captain America asked, "While you're in costume, I mean."

"Arachne," Arachne answered.

"Considering the myths and your powers, the name fits," Iron Man commented.

"Thanks," Arachne shrugged.

"So what do the two of you intend to do with the Other?" Spiderwoman asked as she and Luke looked at the chamber.

"Can't we keep it in there?" Spider-Man asked.

"The system is due to be sold to Saudi Arabia to help them clean up small desert villages after a sandstorm," Iron Man answered.

"Well, we can't release it," Arachne pointed out, "It disintegrated every time we tried to hit it."

"Disintegrated?" Luke asked, raising an eyebrow.

"I know it sounds strange, but she's right," Spider-Man spoke, "When it first appeared, I thought the Other was a single being. I saw it disintegrate in my first battle with it, but yet it came back. That means that it is a collective being."

"Meaning?" Luke asked.

"The Other is not one guy," Spider-Man explained, "think of it as thousands of spiders with one mind."

"Like the borg?" Luke asked.

Spider-Man nodded and then looked up, "You like Star Trek?"

"No, I was just really bored one night and I just happened to come across some Star Trek episode," Luke answered, "I was so bored I couldn't change the channel."

"Ouch," Wolverine commented.

"Anyway, since the Other is a composite being," Spider-Man said, trying to get back on topic, "We can't leave it for the police to arrest. It'd simply disintegrate and leave the jail and no one would notice until it was too late."

Captain America stepped forward, "Perhaps not the police, but I'm sure S.H.I.E.L.D. can secure him somewhere."

"And he'll never bother us again?" Arachne asked.

The Star Spangled Avenger nodded.

"There's just one more thing to do," Spider-Man commented as he set the timer on his belt camera and placed it on the ledge with some webbing, "Get the photo."

The Next Morning, Under New York

"Who is this 'Other'?" Kingsley demanded.

"I don't know," Ricky commented, "It wasn't in any of Tracer's files. Although, I'll say that Arachne is a babe."

"Almost all female 'supers', hero or villain, are attractive," Kingsley commented, "The constant exercise from trying to either conquer or save the world keeps them fit."

Kingsley then snatched the paper from Rickey and looked at the picture. It showed two people in red and blue costumes. One male, obviously Spider-Man, and the other female, the new heroine, Arachne, that the Bugle had ranted about the day before. The headline read, "Spider-Man and partner, Arachne, stop monster".

"What is more concerning is that this Arachne has allied herself with the wall crawler," Kingsley said in a heavy voice, "If my profits are to survive, we may have to deal with both of them."

"I could help…" Tracer spoke from the computer screen.

"Quiet you," Kingsley growled.

To Be Continued…


	8. Meetings

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is recently completed in the Spider-Man comics.

A New Life

By TVfan

**Chapter 8: Meetings**

**Hotel**

Mary Jane quietly knocked on the conference room door that the director had told her to meet at when he called her a half hour ago.

"Come in," she heard the director's voice answer.

She quietly opened the door to see the entire cast of the play that the Other had ruined sitting in the chairs surrounding the conference table. The director was standing at the head of the table.

"Sorry I'm late," Mary Jane said as she entered and sat down in an open chair.

"Only by a few seconds," the director chuckled, "But you are the last one here, so we can now get down to business.

There was a collective sigh from rest of the cast while the director began shuffling with papers inside his briefcase.

"The only bright spot in the recent production was that the reviewers thought that the parts of the play that that monster did not interrupt where spectacular," the director began, "Unfortunately everything else has gone wrong."

The director paused for a few uncomfortable moments.

"Unfortunately, that monster's attack has forced us to cancel all upcoming performances of the play," the director said in a weak voice.

"What?" one of the actors spoke.

"The creature did extensive damage to the building, which will take weeks to repair," the director answered, "And by the time the repairs can be completed, our allowed time period to use the theater will be over. I don't own the building you know."

"Couldn't we go to another theater?" an actress asked.

"Normally, we could, but every other theater has scheduled plays already on the schedule," the director sighed, "the only other option would be that we postpone the play for three months, and that will mean you'll have to go three months without pay."

No one said anything.

"I thought so," the director sighed, "I'm sorry everything turned out this way, but we have to. The good news for you is that I do have your checks ready, and I wish you the best of luck with upcoming auditions you may have."

The meeting lasted a few minutes more while the director handed out checks. Once that was done, Mary Jane began her long walk back to the Avenger's tower. One of her co-actors walked next to her.

"If I ever find that thing, I'm going to make it pay!" the actor said.

"I don't think it was there to ruin the play," Mary Jane answered, "I saw it attack someone in the audience."

"The only reason it didn't do more is because that Arachne woman showed up and chased the monster off," the other actor said.

Mary Jane sighed. Peter in past complained about how Jonah always vilified Spider-Man, and he occasionally needed a pep talk to keep him from depressing over the fact that the only reason the Bugle now 'liked' Spider-Man was because Peter and John Jameson had lied to Jonah about WHO Spider-Man was.

Now, she had wound up with her own powers, and everyone seemed to love Arachne. Strangely, Mary Jane didn't like the positive attention or even the other Avengers's reactions to her becoming Arachne. She had heard and seen several reports that she was now Spider-Man's partner, which is something she did not exactly envision herself as. She would try to do her best to make sure that Peter would be safe in his battles with his deadliest foes and she wouldn't hesitate to become Arachne if one of Peter's enemies would come and attack her. But she wasn't about to go running around in spandex on patrols the way Peter did or to help him battle some of the more 'wimpy' crooks that Peter had to deal with. It was all a very complex issue, which she didn't want to really tackle until she had finished training herself and her powers.

"No, it doesn't make sense," Mary Jane told him, "Why would some creature want to ruin a play? I think it had some sort of problem with whoever it was it attacked in the audience."

"Doesn't change the fact that that creature ruined the play and that the Arachne woman is a looker," the actor answered.

"I'm sure every female super hero likes the fact that you like them because they're attractive," Mary Jane joked.

"Come on, don't you find any of the male super heroes attractive?" the actor asked.

"Only Spider-Man," Mary Jane answered as she moved out toward the crosswalk, while the other actor walked to hail a cab, "see you later."

**Midtown High**

"So, Pete, you have any more luck in getting in touch with Spider-Man?" Flash asked.

"What is your obsession with meeting Spider-Man?" Peter asked as he took a bite of his lunch.

"He's a hero, and he sounds cool," Flash answered, "And besides, the Bugle says he's got a partner now. Maybe she's single."

"They aren't 'partners' per say," Peter answered, "But I think they are involved with each other romantically."

"What do you mean?" Flash asked.

"Well, first of all, I did see Spider-Man kiss Arachne, that's why I think they're involved," Peter answered.

"I never saw that picture, and wouldn't that mean they're partners?" Flash questioned.

"One, I never took that picture, and don't tell anyone," Peter answered, "And two, I'm married to Mary Jane, does that make her a teacher or a teacher's aide? Spider-Man and Arachne could be dating and not be partners."

"Yeah, but that only works with normal people," Flash pointed out, "They're super heroes."

Peter sighed conceding defeat on that issue, "I didn't want to hurt your hopes, but Spider-Man will not do any personal meetings with people. He said it wouldn't be fair to others. He can't go around meeting every fan he has, right?"

Flash sighed, "Yeah, but I'd still like to meet him."

"I'm sure," Peter answered, "Maybe he'll save you from somebody. Then you could meet him."

"Like there's an answer," Flash commented back, "Get myself mugged and hope Spider-Man saves me."

"Fine, don't take my help," Peter answered.

Flash only grumbled something that Peter couldn't hear. Peter meanwhile decided to change the subject.

"So, how have your classes gone?" Peter asked.

Flash only sighed again, "Things have gone way down hill…"

"I thought that was only with the sports teams?" Peter questioned.

"It's everything," Flash answered, "Either everyone in my class is too wimpy, or their overweight. The few that are in good shape don't want to be there. I swear, I saw a kid, who could start at forward for basketball, barely trying to do push ups during warm ups and I swear he coulda done at least fifty easily in the amount of time he had."

"You gotta find a way to motivate them," Peter commented.

"I'm trying," Flash sighed, "but it's not like I can do much. In our day, wimps were taunted until they managed to learn how perform at sports. Like you. Fat kids were run harder until they learned to put down the ice cream bar. Kids with bad attitudes were given detention."

"Your tact hasn't improved much," Peter commented, "First don't call the kids that are physically weaker then the others 'wimps' or those who are overweight 'fat'. You'll get sued when they tell their parents. And detention is still an option for punishment, but you can't use it because someone isn't trying."

"So what do you suggest I do, smart guy?" Flash asked sounding annoyed.

"Well, maybe you could try offering an after school gym session," Peter suggested, "I mean, not everyone can afford membership in a gym and home exercise equipment is even more expensive. They could use the school's gym. Those that want to come will get better. And don't use steroids."

"I ain't stupid," Flash answered.

Peter nodded, "Of course. Now, for the overweight ones, I understand that teaching health is one parts of your teaching gym?"

Flash nodded, "I'm co-teaching that part, but yeah."

"Maybe in that part you can do an entire section on the importance of diet and exercise," Peter suggested, "I mean, currently kids that are overweight have more distractions to keep them from exercising that involve little energy. Video games, DVDs, the internet. Doesn't take much energy to run them. Let them know what the dangers of living an inactive life are. Strokes. Heart attacks. Heart disease."

"What about the kids who don't want to be there?" Flash asked.

"That I don't know," Peter asked, "Maybe ask them what they are interested in and find some way to make gym class train them for that."

Flash slowly nodded and sighed heavily.

"Things were much easier back in our day," Flash sighed.

"Things were more complicated then you think," Peter said silently and the spoke up, "Well, lunch is about over. We both have our class rooms/gym to get back to."

**Osborn Industries**

"I don't like you coming here," Liz commented as she closed the shades in her office so that no one outside could see that she was conversing with the Hobgoblin.

"Would you rather I publicly kill your son in Times Square?" the Hobgoblin questioned.

"NO!" Liz answered quickly, "I don't like meeting you here. If the police come I could be in big trouble."

"You? In trouble?" the Hobgoblin laughed, "You are the victim in this saga. How could you get in trouble?"

"Because you're a goblin, and this Osborn Industries," Liz answered, "I've had to deal with monthly investigations ever since Norman was arrested and escaped."

"Then where else would you want to meet?" the Hobgoblin asked, "I'm operating out base that is under the city, which I'm sure is out of the question if you're to do any more work after our meetings, and anyone and everyone would recognize this costume if we were to meet out in a park."

"There are various warehouses that are in service that we could hold these meetings in," Liz said weakly, "I can bring you your money."

"Warehouses?" the Hobgoblin chuckled, "sounds rather dark for someone who is not wanting to be imitating her predecessor."

"It is better then having to remove all my employees from this floor when you come here," Liz answered, trying to be brave.

"True," the Hobgoblin chuckled and sat back in what was normally Liz's chair, "Now, on to the more pressing business. Like my money."

Liz pulled a suitcase from beside her feet and placed it front of the Hobgoblin.

"That is one percent of Osborn Industries profits since our deal began," Liz told the costumed criminal.

"That is less then I demanded," the Hobgoblin scowled, "And I don't think your son would like the consequences of that."

"Would you rather Osborn Industries be bankrupted from a embezzling scandal?" Liz asked back weakly, "If I paid you all you wanted, either our book keepers or the IRS would find out, and I'd be arrested."

"Does it look like I care?" the Hobgoblin questioned.

"If I'm arrested, you won't get any money," Liz answered, "Book keepers will miss one percent in their calculations or would chalk it up to poor reports. You'll get more money in the long run if we go by one percent increments."

"More money?" the Hobgoblin asked.

"In the long run," Liz answered weakly.

"Very well," the Hobgoblin commented, "You will still have to follow my orders."

"I know, or you'll kill my son," Liz answered, "I'll do anything you want."

The Hobgoblin smiled, "I know. First I need you to gather the ingredients for your predecessor's famed Goblin formula…"

"I had that destroyed already," Liz answered, "I didn't want Osborn Industries to have any more connections to goblins."

"You seemed to have plenty of old goblin paraphernalia in that warehouse I raided," the Hobgoblin answered.

"That is merely everything I haven't gotten to destroying," Liz answered, "You people seem to stockpile that stuff. Norman had at least one ton of goblin equipment and gear in every warehouse and building that Osborn Industries owned."

"You're going to stop doing that," the Hobgoblin ordered, "I will be needing that equipment for my own armament."

Liz weakly nodded.

"I also want you to begin work on constructing a new glider," the Hobgoblin ordered.

"Wha… Why?" Liz asked.

"Not that it is any of your business, but I have a thorn in my side that I need to remove if I want to keep having these lovely meetings with you," the Hobgoblin answered, "Just begin work on it."

The Hobgoblin then hopped back onto his glider and maneuvered it to the window.

"I'll be back soon to check on your progress," the Hobgoblin said as he then piloted his glider out of the building.

Liz only watched as the criminal flew off. She sighed and maneuvered back to her desk to keep up her work on running the company. She knew that the Hobgoblin's instructions would irritate her employees, but she had little choice. She couldn't let that monster kill her son.

**Over New York**

Peter quietly swung on a webline over New York in his Spider-Man costume. His classes had finished well, and he was now trying to hurry back to the Avengers Tower. He wanted to see if Mary Jane wanted to practice anything that afternoon or if the others had found any sign of where the Hobgoblin might be or where Tracer had come from. As he went, a pained scream caught his ear.

Instinctively, Spider-Man released his webline, did a back flip through the air and landed on the side of a nearby building. When he looked down he saw something that he hadn't expected. He saw a group of street thugs with knives surrounding Flash Thompson. The high school gym teacher took a swing at one of the thugs, and knocked him down, but the others ganged up on him.

"Well," Peter thought to himself as he leaped toward where the scuffle was going on, "He took me up on my offer."

Spider-Man landed behind two of the thugs, and in one swift motion, grabbed them from behind and then webbed them together, so that they couldn't escape. Flash in one swift turn punched one of the other two thugs. The other one turned and ran. He only got ten feet before Spider-Man snared up his ankles with a webline. It took Spider-Man roughly twenty seconds to web up all the thugs and leave them dangling from a nearby lamp post. Once that was done, he turned to see Flash still standing there with a look of wonder on his face.

"Wow," Flash commented, "If I knew you would have rescued me, I would have planned all this, like Parker told me."

"You didn't plan this?" Spider-Man asked, "Those guys aren't as tough as the normal bunch of thugs I mess with."

"No," Flash answered, "Only an utter moron would plan on getting themselves mugged. I was just here to use an ATM, but since you're here, I must say it's great to meet you Spider-Man."

"It's good to see you again, Flash," Spider-Man answered him, "Although I never picked you as one to get mugged by the average riffraff."

"I wasn't pay… how do you know my name?" Flash asked.

"What do you mean, 'how do you know my name?'" Spider-Man answered back in a voice that was half annoyed half humorous, "I've had to save you from a half a dozen situations, including the Hobgoblin once."

"What?" Flash asked, "Are you okay? This is the first time we've met."

Spider-Man shook his head, "No it's not. I remember that I've had to save you several times before."

"I don't remember any of that," Flash answered, sounding annoyed, "You must be mistaken."

"You have amnesia!" Spider-Man exclaimed.

"What?" Flash asked.

"Weren't you in a car wreck recently?" Spider-Man asked.

Flash's face soured, "Norman Osborn and a bunch of his buddies got me drunk and made me have an accident. It was in the papers."

"That accident had to have given you amnesia," Spider-Man explained, "It cause minor brain damage."

"I'm not a dummy!" Flash growled.

"Amnesia has to do with the memory, not intelligence," Spider-Man sighed, "The 'accident' that Osborn made you have has caused brain damage that has taken away parts of your memory."

"I don't have amnesia," Flash growled again, "I'm perfectly fine."

"You have to," Spider-Man answered, "I remember meeting you before. And believe me, when people meet Spider-Man, it's something they don't forget. Car accident induced amnesia would be the perfect explanation for that."

"I… don't… have… amnesia," Flash said slowly.

Spider-Man raised his hands, as if giving up on arguing with him, "Whatever you say."

"Thank you," Flash answered, "Meanwhile it is an honor to meet you. A real super hero."

"Uh… thanks," Spider-Man answered slowly.

"So where's Parker now?" Flash asked.

"Who?" Spider-Man asked.

"Peter Parker," Flash explained, "They guy who takes your pictures."

Spider-Man shrugged, "Am I supposed to know him?"

"He said he talked to you the other day," Flash answered.

"He was covering the work and I did to capture the Other," Spider-Man answered, "That's all."

"Speaking of her, what do you think of her?" Flash asked.

"Uh, I don't think that's any of your business," Spider-Man answered.

With that, Spider-Man shot a webline up to the top of the nearby building and began to websling away.

"Nice meeting you!" Flash called after him.

Spider-Man barely heard him as he swung off. He sighed heavily as he did so. The 'new' Flash seemed to idolize Spider-Man the way the 'old' Flash did. As he pressured 'Peter' to introduce him to 'Spider-Man', he began to think that maybe if he did have Spider-Man meet Flash, maybe he could convince Flash that he had amnesia. That idea was now shot to pieces.

He returned to the Avengers Tower to find everything quiet. His first order of business was to check with Mary Jane and then with the other Avengers. He found his wife coming out of the bathroom in her bathrobe and a towel wrapped around her hair.

"Hey, Tiger," Mary Jane smiled as Spider-Man entered the room, "Have a good day?"

Peter removed his mask and sighed, "Decent. Teaching went fine, but there was no sign of any trouble on my way here."

"That's good," Mary Jane answered, "How's Flash making out?"

"Well," Peter sighed, "Apparently, he won't even believe that he has amnesia, even if Spider-Man tells him."

"You actually meet with him?" Mary Jane asked.

"I actually found him being attacked at an ATM machine by a bunch of basic thugs," Peter answered, "He thought Spider-Man was nuts too."

Mary Jane patted him on the back, "You can't save them all, Peter. And Flash is small potatoes compared to some of the other things you put up with."

"Yeah, I know," Peter answered, "Do you know if anyone's heard anything about the Hobgoblin?"

"Aunt May and I haven't seen anything on the news," Mary Jane answered, "And Jessica's the only other Avenger here right now. She hasn't heard of anything."

"I don't like this," Peter answered, "There hasn't been sight or sound of him since he attacked the tower here."

"Maybe he's run off to whatever place he came back out from," Mary Jane commented.

"I doubt it," Peter answered, "The Hobgoblin is no fool. He's planning something, I'm sure of it."

"We'll stop him," Mary Jane tried to comfort him, "I know I need more training and all, but we'll get him in time."

Peter slowly nodded, "Did you train today?"

"Jessica and I worked on my controlling my pheromone powers a little bit today," Mary Jane answered, "She says I'm getting better, but I still need to practice."

"You got it lucky, MJ," Peter spoke to her, "When I first became Spider-Man, I played everything by ear, and never received any formal training."

Peter was silent for a moment and then smiled, "And if they were still there, I'd show you the bruises that I got to prove it."

Mary Jane put her arms around her husband's shoulders and kissed him on the check, "Thank you for putting up with me with all of this. I know I'm probably not the easiest person you've ever trained."

"You're the only person I've ever trained," Peter answered, "And considering that Jessica is helping, I'm only helping to train you with everything."

Mary Jane playfully smacked him, "Why don't you take your humor out of here, so I can get dressed. Then we can do something romantic."

**Elsewhere in Manhattan**

Liz watched her son, Normie, play in the family room to the apartment mansion that had been in her possession since Harry's death, although she was sure that it was originally intended to be a sort of cage provided by Norman Osborn. She had spent months trying to find secret passageways and make sure they were sealed up. Her worries were now over a different goblin. The Hobgoblin, who had threatened to kill her son if she didn't do what he wanted. And he wanted her to roughly carry out many of the same methods that Norman had done when he ran the company.

"Don't let your grandfather's curse touch you, Normie," Liz spoke to herself as she continued to watch her son play, as an innocent kid, "If only there was a way to get rid of the Hobgoblin."

Then something hit her. Normie was playing with the small Spider-Man doll that she had sewed for him when he was younger. She could hear him giving Spider-Man rather interesting adventures, including trips to the moon and other dimensions. There was also the comment that the Hobgoblin had made earlier in the day. He said he had to deal with a 'thorn in his side'. Now Liz didn't know all of the people that the Hobgoblin had probably battled over the years, but she was sure that the Hobgoblin had been a foe of Spider-Man's. The Daily Bugle photo had been more then enough to prove that. All she had to do was contact Spider-Man somehow.

"Of course, I have no idea how to contact Spider-Man," Liz sighed to herself as she began to walk to a private study that she had, "The only person that I know who knows Spider-Man would be Peter, but he only takes his pictures for the Bugle. I don't think they know each other personally."

Liz then sighed heavily and sat down in her chair and began to look through a list of phone numbers that she had.

"Of course I have no choice," Liz sighed, "I can't let the Hobgoblin kill my son. I don't care what he does to me."

**Under Manhattan**

"Some planner," Tracer laughed from the screen he was trapped on, "You can't even strike at your enemy."

"My plan is fine," Kingsley answered the robot, "Unlike you, I don't see assaulting the Avengers Tower as soon as possible as a perfect strategy."

"I was nearly successful both times," Tracer answered.

"How is being killed 'nearly successful'?" Kingsley questioned, "The only thing that is affecting my plans is the presence of the ingredients that I need, and not all of them are necessary."

"Not necessary?" Tracer asked, "From what little you allowed me to read of that newspaper article, this 'Arachne' while new on the market is still super-powered. Putting some thug in a costume and sending him after her will not work."

"The other one is merely to be bait," Kingsley answered, "To lead them into an arena of my choosing. I can destroy them there.

"You would take on two heroes by yourself?" Tracer asked.

"I'm not afraid of a challenge, and besides, it's like you said," Kingsley answered, "Arachne is likely to have little or no training in fighting the good fight. Spider-Man cares for his friends to much, and therefore the key to victory is her. I knock her out, and the fight is over."

"Suppose that Spider-Man uses the same strategy against your decoy?" Tracer asked, "What would you do then? You can't let him be taken into custody or he'll never serve you again."

"First of all, there is an abundance of thugs in this city," Kingsley said with a smile, "If that happens, I can find a new one easily. Second, my decoy is to leave the instant I begin the fight. He should not be present during the fight."

"Reactivate me, and your victory will be assured," Tracer said in a somewhat commanding voice, "You know you will need my help to beat Spider-Man."

"You didn't help fight Spider-Man the last time you were online," Kingsley answered, "You ran around the inside of that tower and got yourself killed… again."

"If you reactivated me, you would be able to proceed with your plan immediately and I would be able to fight either Spider-Man or Arachne" Tracer spoke.

"And have you go off on how you're 'God' again and then do what exactly the opposite of what I plan?" Kingsley asked, "Forget it. You can stay in that screen for all I care."

The image of Tracer's face only frowned.

**Avengers Tower, that Night**

Tony Stark stared at the results that his analysis of the Tracer robot had produced. When the first robot invaded the tower, he simply had the body crushed into a cube sent to a garbage dump. But when the second robot appeared, it was obvious that Tracer was able to transfer his mind into something else. So since the second attack he had disassembled the robot piece by piece trying to find some sort of weakness in it, or at least something that would allow him to track the robot.

"Come on," Tony grumbled as he examined another fragment of the robot, "there are no traces of a 'God of Robots' in mythology. Which means that someone had to have built you, and that means that whatever means you used to come back from the 'dead' are detectable."

He then picked up a small cube-like device that he had removed from inside Tracer's robotic brain and placed it under a scanner. After a few moments of looking at the results he realized he'd found what he had been looking for.

"Bingo," Tony smiled to himself, "Now we can make sure if you're truly dead. You won't be attacking my tower again."

**The Next Morning**

Peter awoke with both the sound of his bedroom phone ringing and the buzzing of his spider-sense.

"Who could be calling us at this hour?" Mary Jane asked as she sat up, pulling the covers up to keep herself covered.

"I don't know," Peter shrugged in a defeated voice, knowing that Mary Jane's spider-sense had woken her up as well, "I'll get it."

Peter slowly climbed out of bed and walked over to the nightstand where the ringing phone was sitting. Stifling a yawn, Peter picked it up.

"Hello," Peter spoke into the phone.

"Peter?" came Liz's voice on the other line, "Is that you?"

"Liz?" Peter spoke in surprise, not expecting to receive a call from her, and especially not this early in the morning, "Why are you calling so early?"

"I'm sorry, I just found your number a few minutes ago and I really need to talk to you," Liz answered.

"We're talking now," Peter answered.

"No, he might be listening," Liz answered skeptically, "I need you to meet me somewhere."

"Okay," Peter said slowly, "Where?"

"On the observation deck of the Empire State building," Liz answered, "At noon."

"Can you tell me anything about what this meeting is to refer to?" Peter asked.

"I can't say," Liz answered, "Please meet me there. I know you don't teach today."

"Okay, I will," Peter said, "I'll be there."

"Thank you, Peter," Liz answered and hung up.

Peter gave a perplexed look at the phone as he hung it up. He had no idea what was going on.

"What is it?" Mary Jane asked from behind him, "What did Liz want?"

"As far as I know, right now she wants to meet me on the Empire State Building's observation desk," Peter sighed as he turned to see that Mary Jane had gotten out of bed, "Other then that, I have no idea."

Mary Jane looked back at the clock and looked at the time.

"She called at six o'clock in the morning just to say she needs to meet with you?" Mary Jane asked.

"It must be important if she's calling me this early," Peter sighed.

"Hopefully it's nothing that will get you in trouble," Mary Jane answered.

"I would never cheat on you," Peter said back, nearly defensively.

"I know, tiger," Mary Jane gave a weak smile, "That wasn't the kind of trouble I was referring to."

"You think she's in danger?" Peter asked.

"She called you, the only one in the world that most people would assume associates with Spider-Man at six in the morning," Mary Jane answered, "this could not have been a social call."

Peter sighed and frowned at Mary Jane, "I fear that if she is in trouble, it's not that someone is attacking her, but that someone is blackmailing her to his or her own purposes. Which means she might not be able to tell me everything."

"Maybe," Mary Jane tried to comfort him, "But if she can't tell Peter Parker everything, tell her to come here and meet with Spider-Man."

"What about you and Aunt May?" Peter asked.

"I have nothing on my schedule today, and for a while, actually," Mary Jane answered, "Because of some other factors, the play that the Other ruined has been cancelled. I've been paid for what should have been a full set of performances, but the play has been cancelled, and there aren't any new plays to audition for yet. And 'Arachne' isn't fully trained yet. We could have my training session going on just before Liz arrives."

"And Aunt May?" Peter asked.

"I think she said something about going to the library, yesterday," Mary Jane replied, "And if not, just tell her the truth. She's here to see Jarvis."

Peter cringed. He still found it hard to see that his Aunt was dating anyone, let alone the man who was the Avengers's butler. It didn't help when Mary Jane started giggling.

**Empire State Building, Noon**

Peter found that the observation deck was rather quiet as he stepped out onto it. There were a few tourists out looking at New York's skyline through the large binoculars that had been set up for looking at New York City. Seeing no sign of Liz, he approached the security rails and looked out over the city. Everything seemed peaceful.

"Good view?" asked Liz's voice in a nervous manner from behind him.

Peter turned to see Liz standing there, looking extremely nervous. She was constantly looking around, trying to see if anyone was following her.

"It's good for the tourists," Peter answered lightly, "But with my work for the Bugle, I see a lot of the skyline anyway."

Liz gave a weak smile, "it's your work for the Bugle that I called you here."

Peter was certain now that someone was doing something that was putting one of his old high school classmates in danger. He hoped he could get her to explain it all.

"I haven't been assigned to cover anything at Osborn Industries recently," Peter answered.

Liz looked around again, still looking very uncomfortable.

"This has nothing to do with you covering Osborn Industries for any reason," Liz replied nervously, "This has everything with you taking photographs of a certain wall-crawler."

"He hasn't done anything, has he?" Peter asked, trying to keep his secret identity covered.

"Spider-Man hasn't done a thing to me," Liz answered, "I actually need his help."

"Are you okay?" Peter asked.

"No," Liz answered firmly, "I need to meet with Spider-Man. I need his help."

"I don't know Spider-Man personally," Peter answered, "I don't know if he would listen to me…"

"But he has to know you take his pictures, right?" Liz asked back, "I mean he has to read the Bugle, and some of the photos you've taken look like they're pretty close up. You could get the chance to talk to him?"

"In theory I could," Peter answered, "but I'm not sure how much he would listen. We aren't exactly best friends. We only have a professional relationship. He fights crime, and I take his picture."

"Why did I even bother coming to you then?" Liz nearly screamed at him.

"Could you at least tell me what's wrong?" Peter asked.

"I can't," Liz answered, "He'd come after you and your wife and your Aunt."

"Who?" Peter asked.

"I can't say," Liz answered, "I've said too much already."

"You can't tell me, but you can tell Spider-Man?" Peter asked.

Liz nodded weakly, "I'm sorry Peter. I just need you to talk to him."

Peter sighed, "Well, Spider-Man is one of the Avengers now, and as far as I know, he's taken up residence in the Avengers's Tower atop Stark Enterprises."

"Could you take me?" Liz asked.

Peter, sighed, "Unfortunately I have an appointment at the Bugle today, but I'm sure you could meet with Spider-Man at the Avengers Tower, right?"

"I could," Liz answered, "But I'd feel safer if I wasn't alone."

Peter smiled, "Don't worry. Spidey's a real friendly guy. If he's there he'll do everything he can to make sure you're safe."

"Can you contact them to let them know I'll be there in about an hour?" Liz asked.

"Sure," Peter answered.

Liz gave Peter another weak smile and then left the observation deck. Peter watched her leave, just to make sure she was safe. He frowned when he watched a rather suspicious looking man follow her.

Ricky ignored the man that Liz Osborn had contacted, and largely ignored Liz as well. He knew that Liz had broken her agreement with the Hobgoblin and he needed to report that to his boss. He couldn't get into the elevator that Liz had gotten into and moved to the elevator next to it. As he go in, he saw Liz's contact rushing after him. Not wanting to get into a fight, which would uncover him as the Hobgoblin's 'thug', he hit the door close button and smiled as it closed in the man's face.

Once his elevator got to the ground floor, he rushed outside, knowing that his lone pursuer was still up on the building's observation deck. He didn't get far from the front door when he felt something hit and wrap around his ankles and then felt himself being pulled up. When he looked up, he saw Spider-Man holding the webline that was wrapped around his ankles. In a few seconds, Ricky found himself looking Spider-Man eye to eye.

"Going my way?" Spider-Man asked him in a somewhat humorous voice.

"YOU!" Ricky exclaimed, "I haven't done anything! This is abduction! HELP!"

"Abduction?" Spider-Man asked, "Is that what you planned to do to Liz Osborn?"

"What?" Ricky asked, trying to sound like he thought that the super hero was crazy.

"I saw you following Liz Osborn," Spider-Man said firmly, "Now, where you planning on abducting her?"

Spider-Man held Ricky out over the street below for emphasis.

"No! NO!" Ricky screamed, "But she went back on a deal…"

"With whom?" Spider-Man questioned.

"I can't say, who," Ricky lied, "All I know is that he is my boss."

"You don't know your own boss?" Spider-Man questioned.

"He contacts me over the phone," Ricky whimpered, "I've never met him."

"There are plenty of phones INSIDE the building that you could have used," Spider-Man pointed out, "Why didn't you call your boss then?"

"He's never given me his number," Ricky lied, "I was rushing home to wait for him to call me."

"What was this deal that your boss have with Liz Osborn?" Spider-Man asked.

"She promised to do whatever he says and he promised not to harm her son," Ricky answered, looking down.

The eye pieces of Spider-Man's mask widened as he heard the thug's answer. His boss was using Liz's son against her in his scheme. That was too much, and he was now one hundred percent determined to find and stop this villain. Spider-Man then encased Ricky in a cocoon of webbing and left him dangling from a lamp post for the police to cut down. The thug was likely to lie to the police, but that was the least of Spider-Man's concerns. Liz had given Peter Parker an hour to get back to the Avengers Tower, make sure Mary Jane was in her Arachne costume, and prepare for Liz's arrival.

**Avengers Tower**

Arachne carefully aimed her wrist at the dummy that had been set up for her to practice her aim with her organic web shooters. She steadied her wrists and pulled back her middle and ring fingers and shot out a strand of webbing at the dummy. To her surprise she felt the webline wrap itself around the dummy in a way that would prevent a real person from being able to escape it.

"I did it!" Arachne exclaimed, "I did it!"

"Very good," Spider-Man said from beside her, "Very good. See, I told you practice will make everything better."

"It took a lot of practice," Arachne commented, looking at a row of half webbed dummies or ones that she'd managed to hit, but couldn't get her webbing to wrap around.

"Let's try again," Spider-Man encouraged, "Make sure you've got it."

Arachne nodded and waited for Spider-Man to prepare another dummy for her to practice on.

"Why are we here, mommy?" young Normie Osborn asked as Liz lead him into the building.

"Because mommy needs to speak with Spider-Man," Liz answered, "And I'm too scared to leave you alone."

"Spider-Man's a good guy," Normie answered simply.

"It's not Spider-Man I'm afraid of," Liz answered and lead her son to the elevator.

They waited quietly until the elevator reached the top of the building, and Liz found herself standing before the Avengers's butler, Jarvis.

"Good afternoon, Mrs. Osborn," Jarvis spoke, "Mr. Parker informed us that you would be coming."

"Thank you," Liz answered, "This is my son, Normie."

"Hello, young man," Jarvis spoke politely.

"I'm here to see Spider-Man," Liz spoke, "Is he here?"

"He and Arachne are in the gym, at the moment," Jarvis answered, "As soon as we drop your son off with a very good friend of mine, I will take you to them."

"Okay," Liz answered, "I don't really want Normie hearing what I have to talk with Spider-Man about. And who is Arachne?"

"Arachne would be Spider-Man's partner," Jarvis answered.

"Is she an Avenger also?" Liz asked.

"No," Jarvis answered, "The Avengers roster is set for the moment, but as you know, Spider-Man deals with many problems that the Avengers as a team do not deal with. Arachne is helping him deal with those threats."

"I see," Liz answered while Jarvis opened a door.

Liz then gasped when she saw who was sitting on a couch and knitting in the room that Jarvis had opened the door to.

"Is something wrong, Mrs. Osborn?" Jarvis asked.

"That woman…" Liz answered, "That's May Parker. She's the Aunt of one my high school classmates."

"Yes, a very responsible boy named Peter from what she's told me," Jarvis answered.

Liz looked at him with a very perplexed look on her face.

"I suppose the easiest way to say this is that we're dating," Jarvis finished and then gestured to Normie, "Why don't you go on in and wait until you're mother's meeting is over."

Normie looked up at Liz with a confused look on his face.

"Go on son," Liz encouraged.

Normie slowly walked in. Jarvis then shut the door and began to lead Liz toward the gym.

"So, how do the two of you meet?" Liz asked.

"I meet her at a grocery store," Jarvis answered, knowing it was a lie, but like Iron Man, Spiderwoman, and Wolverine, Spider-Man's identity was not known to the world and Jarvis had to protect that identity.

"Well, I hope the two of you are very happy," Liz said.

"We are," Jarvis answered as he stopped a mechanical door.

Jarvis then pressed a com button that was next to the door.

"Spider-Man, Arachne, Mrs. Osborn is here to see you," Jarvis spoke.

"Let her in," Spider-Man's voice answered from inside the room.

The door then opened and Liz slowly walked through it. She found two people standing in red and blue costumes. Spider-Man was waiting in his traditional costume while Arachne stood not far away from him. Liz also noticed several foam dummies laying on the floor of the room, covered in webs.

"Mrs. Osborn," Spider-Man said politely, "my photographer said you needed to speak to me?"

"Yes," Liz answered, "I'm afraid I'm in trouble."

"Who is giving you trouble?" Spider-Man asked.

"The Hobgoblin," Liz answered, "First he robbed Osborn Industries of the ownership papers to the company that Norman took from a man named Roderick Kingsley, then he raided a warehouse where I'm storing the various pieces of goblin equipment that Norman had made, and now he's blackmailing me."

"Blackmailing you?" Arachne asked.

"Yes," Liz nodded, "He's threatened to kill my son unless I do as he says."

"My God," Spider-Man gasped.

"I know," Liz answered, "I need your help in fighting him. You know he would probably kill any normal policemen that would try and stop him. Only you can real fight him and make sure my son is safe."

"We will do everything we can to make sure both of you are safe," Spider-Man said firmly, "The Hobgoblin has actually given me quite a headache recently and I have been trying to find him."

"Oh," Liz replied.

"But thank your for reporting this to me," Spider-Man answered, "I've been having a hard time trying to find the Hobgoblin since he attacked this tower. Now we can get him."

"Is your son safe at the moment?" Arachne asked.

"He should be," Liz answered, "I left him with your butler's girlfriend and I'd like him to stay here until the Hobgoblin is caught."

"Where will you be?" Spider-Man asked.

"I have to go back to Osborn Industries," Liz answered, "If I don't, the Hobgoblin will do something terrible to the company."

"He'll kill you if he finds out that you've done anything to try and stop him," Spider-Man pointed out, "He's a villain. They do that sort of thing."

"But suppose he attacks Osborn Industries trying to find me?" Liz asked.

"Then we'll go there and stop him," Arachne spoke up, "You should stay here until he's caught. You'll be with your son, and the rest of the Avengers will surely protect you while Spider-Man and I deal with the Hobgoblin."

Arachne silently sighed to herself. She didn't like sounding so proactive, but then it was like every play she had been in. While she was Mary Jane she could cautious and uncertain about her powers and being Spider-Man's 'partner', but as Arachne she had to be strong and confident.

"You would have me stay here?" Liz asked.

"If the Hobgoblin is targeting you, you would be safer here," Spider-Man answered, "And Arachne is right. If you want your son to stay here, it's probably better that you stay here. Keep your family together."

"How long will it take for you to defeat the Hobgoblin?" Liz asked.

"To be honest, Mrs. Osborn, I don't know," Spider-Man answered, "the tricky part will be finding him. Once that happens everything will depend on how the fight goes."

There was a brief silence for a few moments before Spider-Man started speaking.

"Which is another good reason for you to stay here," Spider-Man continued, "The Hobgoblin is no fool. He'd catch on quickly that his real trump card against you is now beyond his reach, and you would pay the price."

"I don't want to be a bother," Liz spoke.

"You won't be," Spider-Man promised, "I won't any of the other Avengers be troubled by your presence here."

"Thank you, Spider-Man," Liz answered, "Thank you so much."

"Don't mention it," Spider-Man replied, "Why don't you go sit with your son and Jarvis's… girlfriend."

Liz nodded and slowly walked out of the room. Spider-Man and Arachne watched Liz walk out, once again following Jarvis once she was out of the door.

"At least we know what the Hobgoblin's been up to recently," Arachne sighed.

Spider-Man nodded, "Finding him will still be tricky. I doubt he's making daily trips to Osborn Industries."

Not long after that, Spider-Man felt his spider-sense go off, indicating that someone else had entered the room.

"Finding him may not be as hard as you think," came Tony's voice from the door.

Spider-Man and Arachne turned to see Tony Stark standing in the doorway. He held a small hand held device in his right hand.

"When the Hobgoblin attacked the tower, he did so with the aide of the Tracer robot," Tony explained, "And since Tracer was polite enough to 'die' in his own invasion, we've had the means to at least track Tracer."

"But Tracer died," Spider-Man answered.

"Not in the way you think," Tony answered, "Remember that Tracer is a robot and that he invaded this tower before and died in that attempt as well. Tracer is an extremely advanced robot and has the ability to transfer his mind into a new shell."

"He claimed to be a God of Robots," Arachne commented.

"So he claimed," Tony answered, "but it's unlikely. Robots are only something of recent history and all were created by man. No robot or any piece of technology can have a god. Tracer is powerful and advanced, but he's no god. Someone or something built him."

"Do you know who?" Spider-Man asked curiously.

"Unfortunately not," Tony answered, "But the knowledge that he had to have been built led me to the way you can track him."

Tony then held up the device.

"I've been running an autopsy on Tracer's body and I found the small device in his brain that allows him to transfer his consciousness into another of his shells," Tony explained, "That discovery allowed me to make this device. It is tuned in to the specific frequency of Tracer's robotic brain functions. You should be able to take the quickest route to him."

"What does this have to do with finding the Hobgoblin?" Arachne asked.

"According to your husband, he was working with Tracer when Tracer made the attack on the tower that resulted in you gaining your powers," Tony answered, "And since Tracer likely transferred his mind to a new shell when it was clear that this one is 'dead', I have no doubt that Tracer is still working with the Hobgoblin."

"So this will lead us straight to both Tracer and the Hobgoblin?" Spider-Man asked.

"If my hunch is correct," Tony answered.

"Thanks," Spider-Man said to Tony.

"Don't mention it," Tony answered, "Shoot, even if Tracer wasn't one of your new foes, I would have tried to find a way to attack him. We've only recently got the Avengers back together. I'm not about to let some robot tear them apart or attack my tower."

"We're still thankful," Spider-Man responded.

Tony nodded, "Do you want any of the others to come along with you? It took a combination of you, Jarvis, and Spiderwoman to defeat Tracer the last time."

"No, I think Arachne and I can handle it," Spider-Man answered, "I don't think Tracer will be expecting any company and the Hobgoblin won't even be focused on being attacked."

"Have it your way," Tony answered, "But remember, the team is always there to help."

"I know," Spider-Man answered, "But this is our fight. And I think we're coming close to the final curtain."

To Be Concluded…


	9. The Final Curtain

All characters appearing in Spider-Man are copyrighted to Marvel Entertainment and Stan Lee. No infringement of these copyrights is intended, and is not authorized by the copyright holder. All original characters are the property of TVfan.

Note: this story begins shortly after the "The Other: Evolve or Die" story arch, which is recently completed in the Spider-Man comics.

A New Life

By TVfan

**Chapter 9: The Final Curtain**

**Avengers** **Tower**

"How long you and Mr. Jarvis been seeing each other, Mrs. Parker?" Liz asked quietly as she sat in a small living room across from May Parker, while Normie watched television near by.

"Almost a month," Aunt May answered, "And he's been such a dear. He reminds me very much of my Ben."

Liz nodded weakly, "That's good for you. Have you met any of the Avengers when you come to visit him?"

"They were all kind enough to introduce themselves to me," Aunt May answered, "Meeting Captain America was a real treat. Every child in my generation had a poster of him from the Second World War. Of course they were recruiting posters and we were too young to join, but we loved the posters."

Liz nodded weakly.

"Of course some of them, you should keep your distance from," Aunt May then sighed, "That Wolverine fellow is always very frightening. Mr. Cage is very polite, but I haven't had much interaction with him…"

"Well, I suppose heroes wouldn't want to be with their butler's girlfriend," Liz commented.

"I suppose," Aunt May answered.

"Does Peter know you're dating the Avengers's butler?" Liz asked out of curiosity, "I'm sure he'd love to be able to come up here and do some reporting work for the Bugle."

"He does, but he's a photographer, and he would never use my relationship with Mr. Jarvis to get pictures," Aunt May answered, "Ben and I raised him well."

Liz nodded, and looked over to where her son was sitting, "I only hope I can say I did half as well as you have done when Normie gets to be Peter's age. I mean, he's had to deal with men in… in 'stupid' costumes trying to kidnap him, including his own grandfather the other being the Hobgoblin, the fact that his grandfather sucked his son, Normie's father into Norman's mess, and other weird things. Now the Hobgoblin has come back and… I shouldn't be telling you this."

"Spider-Man will stop him," Aunt May spoke up, "If I remember Peter's photographs correctly, the Hobgoblin is one of Spider-Man's enemies."

"He and his partner just left to go and find him, I think," Liz commented.

"They'll get him in no time then," Aunt May said confidently.

"I hope so," Liz sighed as she looked over at Normie again, "I hope so."

**Elsewhere**

"Why are we going to Osborn Industries?" Arachne asked as she and Spider-Man slowly made their way through the maze of buildings that was Manhattan Island.

"One, it's to let you get some extra practice at webslinging," Spider-Man answered, "Let you improve your accuracy, which is very much improved from the other day."

Arachne then shot out a webline that hit a piece of stonework on an older building that was just below a window. She then let her momentum carry her up into the air and did a summersault before landing on the rooftop of a taller skyscraper where Spider-Man was waiting for her.

"That's good," Arachne answered, "I'm just focusing on what you told me to do."

"Don't 'focus'," Spider-Man corrected, "I've found that webslinging is not like acting. Let your Spider-Sense guide you, almost like an animal's instinct. It should be that good."

"But it will buzz at just about anything," Arachne answered, "Including one time when I was talking with Jarvis while he was chopping vegetables. Jarvis would never attack anyone without a very good reason."

"It warns of possible danger," Spider-Man explained, "It doesn't always mean that the intent of what is causing your Spider-Sense to buzz is 'dangerous'. Mine has gone off while I've had nice and quite talks with policemen. Of course, I was hanging upside-down from a light pole, and they were yelling at me to come down and give myself up, but that's different."

"It just gets so confusing," Arachne answered, "I mean, how do I know when to ignore it and when not to?"

"That's something that even I don't know," Spider-Man sighed, "I've had these powers since I was fifteen. I've had a lot of time to adjust to them. My best guess would be to memorize how hard your Spider-Sense buzzes at different things. When you're in serious danger, it should be buzzing enough to make you feel like you have a headache."

Arachne sighed and slowly nodded, "It didn't really buzz very hard for many things around the Avengers Tower."

"That is just a slight warning that something has the possibility of being dangerous, or that someone is coming out from around a corner or from behind a door with no serious intent to cause harm," Spider-Man explained.

Arachne nodded. She knew that while Spider-Man had said she was improving, she felt she still had a very long way to go.

"Okay," Arachne sighed, "Try to let my Spider-Sense operate like an instinct. I'll try."

Arachne then shot out another webline to resume the journey toward Osborn Industries, with Spider-Man following and shortly taking the lead.

"So aside from getting me extra training time," Arachne began, "Why aren't we using that tracking device that Stark gave us."

"That device is designed to find Tracer, and since I haven't seen a sign of either of them since they attacked the Tower," Spider-Man answered, "I'm not sure that they are still working together or if Tracer is even active still."

"He said he found a device that would allow Tracer to send his 'mind' to a new robotic body," Arachne pointed out.

"We'll use the device," Spider-Man answered, "Just not now. This blackmailing scheme against Liz is more of the Hobgoblin's style, not Tracer's. Tracer, if he wanted to run Osborn Industries, would have just walked in, killed Liz, and said 'I'm in charge'. No, this has to be solely the Hobgoblin's idea, and if I know Kingsley, he's likely to show up at Osborn Industries because I found his snitch."

**Under Manhattan**

Kingsley was startled when he heard Ricky screaming his name as he ran into the underground base that he had taken over. His screaming had even alerted Tracer, whose image had been pacing silently on the screen that was the robot's only connection to the world outside the computer he was trapped in.

"Mr. Kingsley!" Ricky screamed as he came running up.

"What is it?" Kingsley growled as he sat up and looked over at his henchman.

"Sir, I have bad news," Ricky began, "Liz Osborn has gone and told someone about your little arrangement with her."

"What?" Kingsley roared, leaping out of his chair.

"She met with some guy she went to high school with," Ricky reported, "Said she was in trouble and needed Spider-Man's help."

"Did she tell this guy the nature of her trouble?" Kingsley asked.

"Not that I could tell," Ricky answered, "But I'm sure she's told Spider-Man by now."

Kingsley grabbed Ricky by the neck and lifted him into the air.

"What did you say?" Kingsley growled.

"The guy told her to go to the Avengers Tower," Ricky gasped, "And that Spider-Man would meet her there."

Kingsley tightened his grip, "Did you follow and remind her about the cost of betraying me?"

"I tried!" Ricky gasped, "but Spider-Man seemed to be in the area too! I just got out of the building when he grabbed me in his webbing. I had all I could do to make sure he didn't know about you blackmailing her before she told him."

"Blast," Kingsley cursed as he dropped Ricky to the ground.

"Poor Hobgoblin," Tracer teased from his screen, "All your plans going down the toilet."

"My plans haven't gotten me killed yet," Kingsley growled back.

Kingsley then lifted up his Hobgoblin costume and then put the mask on over his head.

"I believe it's time that little Normie Osborn learns what a real Goblin can do!" Kingsley said firmly from behind the mask.

"You're going to attack Avengers Tower by yourself then?" Tracer asked from the screen, "And you call me stupid."

"No," Kingsley answered as he began changing into his costume, "I'm going to her little apartment and kill the boy."

"If your little messenger boy is right and that she did go to Avengers Tower to see Spider-Man," Tracer answered, "Knowing that you've targeted her family, do you honestly think that she would leave the boy alone?"

"No," Kingsley answered he finished, "But the Avengers can't let her stay in their tower. They'd get all sorts of publicity that they don't want or need. They'd send her back to her apartment and tell her not to go into work. Thinking I'm too stupid not to attack the apartment."

By now Kingsley had finished putting on his costume and had resumed his Hobgoblin persona and leaped onto his glider.

"This will make the news, surely," the Hobgoblin smiled as he flew out of the room at high speed.

**Avengers** **Tower**

Aunt May and Liz continued to chat in a friendly matter. Liz avoiding subjects relating to the death of Ben Parker, while Aunt May tried to avoid talking about the Osborn family history or of Liz's current situation. Liz remained the most curious about Aunt May seeing Jarvis, as most newspaper articles described Jarvis as a man so devoted to caring for the Avengers, that he didn't have the time for a romantic relationship with anyone. And from what little Liz knew of May Parker, she didn't think that the woman was the type to pick a 'new guy' after losing a man that she had loved for years, especially considering her age.

"So, how did Peter take to you dating again?" Liz asked, feeling slightly embarrassed that the woman she was gossiping with was old enough to be her own mother, but her curiosity had the best of her.

"I'd like to think he's taken it well," Aunt May answered, "He's a grown man and understands that people my age need company every now and then."

"Peter and Mary Jane don't?" Liz asked.

"Oh they do," Aunt May answered, "But they have their own lives. They're young and in love. Am I to impose on them?"

"I suppose not," Liz replied, "I'm sorry if I seem nosy about all this. It's not everyday you learn someone knows someone famous."

"I wouldn't call Jarvis famous," Aunt May answered.

"Maybe not, but you've met the Avengers, and they're certainly famous," Liz answered, "Bigger then anything I'll ever be. Probably bigger then Peter will be too."

Aunt May was about to answer, when a nearby phone rang.

"I'll get it," Aunt May sighed and picked up the phone, "hello?"

"Hey, is Parker there?" a relatively familiar voice asked over the phone line.

"This is May Parker speaking," Aunt May answered, "Whom may I ask is calling?"

"Oh, this is Flash," the voice said, "I need to speak to your nephew. Is he in?"

"I'm sorry but he isn't here," Aunt May answered, "May I take a message?"

"Nah, could you tell me where he is?" Flash asked.

"I think he's out doing his work for the Bugle," Aunt May replied, "So I have no real idea as to where he is."

"Drat," Flash grumbled, "Oh well. I'll talk to him on his next teaching day. See ya."

And with that, the line went dead, indicating that Flash had hung up.

"Who was that?" Liz asked, "… and why did you answer the Avengers's phone?"

Aunt May sighed slowly.

"I've never been able to figure out those cellphone contraptions," May explained, "So, I asked Jarvis if I could give some people this number should they need to contact me, and I'm not at home."

She sighed again, "One of those people is Peter."

"Peter called you?" Liz interrupted.

"No," Aunt May answered, "That was Flash Thompson who called actually. He was looking for Peter."

"Flash is out of the hospital?" Liz asked.

"Apparently," Aunt May told her, "He's taken a job teaching gym and Midtown and ran into Peter there. Apparently, Peter gave him this number."

"Why would Peter give Flash the Avengers's number?" Liz asked.

"This is merely the 'apartment' area of their tower, from what Jarvis has told me," Aunt May answered, "No one will hear about anything they shouldn't on these lines. As for why Flash has the number, Peter probably gave him the number because he probably felt that if he were accompanying me and Flash had some questions about teaching that having this number would be better then nothing."

"The Avengers are likely to ban you and Peter from coming here if they have to deal with your personal friends calling here, even if it is for a good reason, all the time," Liz cautioned, "I know I wouldn't want someone calling my phone at home just to talk to a guest."

Aunt May nodded, knowing that she would have to protect Peter and now Mary Jane's secret identities.

"I'll talk with Peter about that," Aunt May said a voice that agreed with what Liz had just said.

**Elsewhere**

The Hobgoblin smiled evilly as he set his glider in a hovering position above the Osborn penthouse apartment.

"If you thought I was scary before," the Hobgoblin chuckled to himself, "You've seen nothing yet!"

He then pulled a pumpkin bomb out from inside the pouch he with him and threw at one of the large glass windows that was closest to him. The resulting explosion destroyed the window in one fell swoop and did extensive damage to much of the stonework that surrounded it. Laughing, the Hobgoblin then piloted his glider into the building.

He was initially met by two security guards with handguns. Both pointed their weapons at him and demanded he 'give up'. The Hobgoblin knocked both out with quick electric blasts from the fingertips of his gloves. Once they were down, he began moving through the apartment, destroying doors with the tip of his glider in a very thorough search for the Osborns.

The Hobgoblin's search didn't go exactly as he had hoped, as most of the rooms he barged into were empty, and of many of those that weren't, the people inside fainted almost immediately at the sight of him. Finally the Hobgoblin found a servant huddled in the corner of the kitchen and he quickly seized the man by the neck.

"Please don't hurt me!" the man squealed.

"You'll come to no harm, so long as you answer my questions honestly and quickly," the Hobgoblin growled.

"I'll do anything you say!" the servant whimpered.

"Tell me, where is Liz and the young Norman Osborn?" the Hobgoblin demanded in a threatening voice.

"They went out a couple of hours ago," the servant answered, "I don't know where."

"The Avengers Tower," the Hobgoblin answered, "I know that much. When will they return?"

"I don't know," the servant gasped, "Mrs. Osborn simply came in, had me brink up her son, and left. She didn't tell me if she was ever coming back!"

The Hobgoblin simply threw the man into the large refrigerator that was across the room. The blow left a dent in the machine and knocked the man out. This, however, didn't amuse the costumed criminal as his rage at not being able to find either Liz Osborn or her son had made it impossible for him to be amused by the pain of others.

"I suppose I'll just have to leave a message of my own," the Hobgoblin grumbled as he left the room.

**Osborn Industries**

Spider-Man peered through a large window that lead into Liz Osborn's main office at Osborn Industries and saw that the room was empty. There wasn't even any office staff in there.

"Nothing," Spider-Man grumbled as he crawled back onto the roof.

He found Arachne looking down through a partially completed skylight.

"Anyone in there?" Spider-Man asked.

"Other then the basic staff and workers?" Arachne asked back, "Nobody. All I see are a few guys going in and out of offices."

"None of them are Liz's office," Spider-Man said, "The Hobgoblin isn't here."

"Liz was right about the Hobgoblin bullying her," Arachne commented looking at the skylight again, "That looks rather new."

Spider-Man nodded and lifted the shirt part of his costume to get to his utility belt that he had with him. He pulled the small device that Tony had given him earlier in the afternoon and prepared to press the activate button.

"What do we do now?" Arachne asked.

"We can't wait around for the Hobgoblin to show up here," Spider-Man answered, "He's likely to find out that Liz came and told us sooner or later. Our major benefit is that we've got her to stay at the Avengers Tower until we catch him."

"That won't stop him from tearing the city apart trying to find her and Normie," Arachne sighed, "So, we're gonna use that device now?"

"I don't think we have much choice," Spider-Man replied, "We can't simply sit until the TV issues an emergency alert that the Hobgoblin is attacking some place. By the time we get there, he'll be long gone. And since he was allied with Tracer when he attacked Avengers Tower, if we find Tracer, we'll likely find him or at least his headquarters."

"Okay," Arachne agreed.

Just as she spoke, however, a police helicopter went by at high speed, headed north. From what the two costumed persons could see, the policemen inside the helicopter were armed.

"What was that all about?" Arachne asked aloud.

"Only one way to find out," Spider-Man shrugged and leaped over the edge of the building, shooting out a webline to swing from shortly afterward.

Arachne sighed and shot out a webline of her own and slowly began following Spider-Man. The trip wasn't all that long. While Spider-Man and Arachne couldn't keep up with the helicopter, they did manage to keep it in sight long enough to see it fly past a rather expensive looking apartment complex that looked like it had been a made to resemble a bombed out building from London in 1940. The helicopter didn't stop, but continued on, by headed among the buildings. Spider-Man and Arachne, however, landed in the center of the building.

"This is Liz's apartment!" Arachne exclaimed as she looked at the ruined apartment frame.

Spider-Man looked around and saw that the elevator shafts were heavily damaged for a few floors down and the entire flight of stairs that lead to the floors below the apartment were missing.

"I think the Hobgoblin knows already," Spider-Man said gravely, "I bet he came here looking for her and Normie."

"Thank goodness they're back at the tower," Arachne said weakly as she moved some of the rubble around with one of her feet, "Because this place is a mess."

In her work to uncover what had been buried there, Arachne was startled by something took a quick step back, one hand resting near her collar bone.

"What is it?" Spider-Man asked from where he was.

"I think he killed all of Liz's servants when he blew the apartment up," Arachne managed to say while pointing at the spot where she had found the object that had startled her.

Spider-Man took a few steps to look over her shoulder and looked at the spot that Arachne was pointing at. What lay there, on dust covered flooring, was something that shook Spider-Man to his core. It was a human hand, which appeared to have been separated from its body. He looked around to see that there were several large piles of rubble in the area.

"He did," Spider-Man said weakly, "As if there weren't enough things in this city that have been blown up."

Spider-Man pulled the device that Tony had given him earlier again and quickly pressed the button that activated the device.

"We're going to find him and we're going to stop him," Spider-Man swore, the eye-pieces to his mask narrowing.

Spider-Man then looked at the device and pointed in a southwestern direction.

"Tracer's base is that way!" Spider-Man announced and leaped off the building.

Arachne looked at what were essentially the ruins of the apartment and sighed. She hoped Spider-Man was right that they would find the Hobgoblin. Seeing what the Hobgoblin had done, was enough to make her wonder if maybe she should use her powers for more then just making sure Peter was safe when he was out as Spider-Man. Pushing those thoughts to the back of her mind, Arachne leaped from the building and began to follow Spider-Man again.

Following the device's tracking signal was no easy task. While Tony had calibrated it to detect the signal that Tracer's robotic body, or computers related to his own systems, neither Spider-Man, nor Arachne could fly, so they had to constantly check to make sure they were going in the right direction. Eventually they came to a warehouse that looked largely abandoned.

"According to the tracking signal, we're at Tracer's base," Spider-Man announced.

Arachne was meanwhile looking around the area, trying to see if she recognized anything.

"There's something familiar about this place," Arachne commented.

"It's a warehouse," Spider-Man answered, "You've probably walked past it from time to time."

"No," Arachne shook her head, "I think it's the warehouse that I saw the guy fly from on the day the Hobgoblin launched his second attack on a major business."

"The attack on the Tower and Stark Enterprises?" Spider-Man asked, "You saw that coming?"

"No," Arachne shook her head again, "The attack between that and his first attack on Osborn Industries."

"The one that you called the Tower over?" Spider-Man asked.

"And got Jessica, yes," Arachne answered, "That one."

Spider-Man gave a frustrated sigh and then opened a door that led to the interior of the warehouse quietly and began to walk in slowly.

"Looks like you were right then," Spider-Man commented, sounding frustrated.

"Don't take it out on Jessica," Arachne said from behind him.

"I'm not," Spider-Man said defensively, "I could have, and should have checked the warehouse out after you told me about, but I didn't. If I'm going to take it out on anyone, it will be myself."

"You shouldn't blame yourself either," Arachne spoke up again.

"I'll worry about that after we've captured the Hobgoblin," Spider-Man answered back.

The two entered the main part of the warehouse and were surprised to find that it appeared to be empty. There was no visible sign that there was ever anyone inside it. Spider-Man shook the tracking device in an aggravated manner.

"Come on, we should be right on top of it!" Spider-Man nearly screamed at the device.

"On top of…?" Arachne mused to herself, "What if the base is in the sewers?"

"That has to be it," Spider-Man answered, "There's nothing here, but if you saw the Hobgoblin come out of this warehouse, that means there must be a sewer entrance in here somewhere."

Arachne looked around and shrugged after a moment.

"I don't see a man-hole cover," Arachne sighed.

"One of the offices within the warehouse must have a control panel for a secret entrance," Spider-Man guessed, "My guess is that Tracer used this place before the Hobgoblin did."

The two then walked across the empty warehouse to a small office that was inside the building, where records of what would be stored there could be kept. Inside the office was nothing fancy. Just basic office equipment that one would expect to find there. A phone, a desk, and a few filing cabinets.

"It must be around here somewhere," Spider-Man commented as he attempted to lift up the phone to look for a hidden button.

To his surprise the phone didn't budge an inch.

"What the?" Spider-Man said out of surprised and took a closer look at the phone and then exclaimed, "The control panel is the phone!"

"So, how would it work?" Arachne asked.

"I don't know," Spider-Man sighed, "I'd presume that Tracer set some sort of code into the buttons on the phone to correspond with the primary symbol, the numbers, or the secondary symbol, the letters."

"You don't think his code is as simple as '1-800-OPEN', do you?" Arachne asked.

"It just might be," Spider-Man replied and pressed the phone buttons that had the letters o,p,e,n on all the right succession to spell the word 'open'.

To Arachne's surprise, the floor of the main part of the warehouse seemed to open up below the foundation of the building. Not expecting this, Arachne said the first thing that came to her mind.

"I can't believe that Tracer was that stupid!" Arachne commented.

"If you stay in this business long enough, you'll find a whole array of stupid criminal behavior," Spider-Man chuckled as he began to walk back out into the main room, "There are still guys out there that think screwdrivers are adequate weapons for taking down the Amazing Spider-Man."

"Brag much?" Arachne asked.

Spider-Man didn't answer as the two began to walk down a long metal ramp. The ramp ran down a virtual tunnel that was also made of metal. It indicated to them that Tracer had been building this base for a long time before he began causing trouble. The path lead them down to a large area that, other then several large crates scattered about, almost as if to make furniture, was largely empty.

"There's no one here," Arachne commented.

Her comment soon created a reaction that indicated that there was in fact someone there. A rather skinny yet shady looking man jumped up from behind some of the crates and looked at the two heroes and began to fall over backwards trying to get away. Spider-Man quickly leaped over the boxes to hold him down with one foot.

"I thought you said that your boss only contacted you over the phone?" Spider-Man questioned the man.

Ricky was absolutely terrified, because he somehow got the feeling that the hero was currently very angry. He tried with all his might to try and free himself from being pinned beneath Spider-Man's foot, but was unable to do so.

"Please don't hurt me!" Ricky begged.

"Admit that you work for the Hobgoblin!" Spider-Man yelled at him.

"Yes, yes," Ricky said very quickly, "I admit it! I work for him, and I've always worked for him! Please don't kill me!"

"I don't kill," Spider-Man answered firmly, as if insulted.

It was then that a new voice entered the discussion.

"Oh come now," the voice said, "I can think of one person you've killed… twice in fact."

Both Spider-Man and Arachne turned to see Tracer's face on a computer screen that was built against the far wall.

"Tracer!" Spider-Man gasped.

Tracer smiled, "Yes, that is me."

Tracer then turned his head on the screen to look at Arachne.

"And you must be the lovely Arachne," Tracer commented, "I must say your costume is strikingly similar to your partner's."

"What can I say," Arachne answered, "I have good taste. Where are you now?"

"Oh, I'm only here for the moment," Tracer answered, "You see, the Hobgoblin and the man you hold prisoner there, activated me earlier then my powers intended. Because of that, I can not reactivate myself without any help after you decided to strangle me… again."

"So you're stuck there," Spider-Man commented.

"For the time being," Tracer answered.

"Good," Spider-Man said simply and returned his attention to Ricky.

Ricky didn't look as if he had gained any bravery in the past few seconds.

"Where is the Hobgoblin?" Spider-Man demanded.

"He's not here," Ricky whimpered.

"We know that much already," Spider-Man growled, "And he's killed people. Where is he now?"

"I don't know where he is," Ricky whimpered, "He's probably on his way back here."

"I could help you catch him," Tracer offered.

"No," Arachne cut him off before he could say anymore, "The last thing anyone needs is you causing anymore trouble."

"We'll wait here for the Hobgoblin to return," Spider-Man said in a firm voice and then lifted Ricky into the air, "Of course, you won't be going anywhere."

**Avengers**** Tower**

Liz continued to make pleasant conversation with May Parker until her cellphone suddenly rang inside her purse. Making a quick apology to Aunt May, she pulled the device out and answered.

"Hello, Liz Osborn," Liz answered.

What she heard was almost a sigh of relief.

"Mrs. Osborn, this is Detective Harrison from the NYPD," the voice on the other line spoke, "We've just arrived at the site of your apartment."

"Site?" Liz asked.

"It is my regret to inform you ma'am that your apartment has been the victim of a terrorist attack," Detective Harrison answered.

"What?" Liz gasped.

"Your apartment has been destroyed ma'am," Detective Harrison answered, "We've just arrived and found that it's been destroyed. The damage also seems to go down toward the floors below your apartment."

"The Hobgoblin knows," Liz whispered to herself, but was loud enough for the detective to hear her.

"What is this about the Hobgoblin?" Detective Harrison asked.

Liz was silent.

"Please, if that criminal is doing anything, it's imperative that you tell me," Detective Harrison said urgently, "We have found human remains inside the ruins of the apartment."

"Detective," Liz said weakly, "The Hobgoblin has been blackmailing me. He's threatened to kill my son unless I do as he says. That's why he attacked my apartment…"

"Where are you now?" Detective Harrison asked urgently.

"I'm at the Avengers Tower," Liz answered, "My son is with me."

"You went to the Avengers with this and not the police?" Detective Harrison asked, sounding somewhat annoyed over the fact that the NYPD or the FBI didn't control the various groups of superheroes that went around the country.

"Only one of the Avengers," Liz answered, "And how many times have you personally apprehended a criminal of the Hobgoblin's power. And I'm not talking about finding him beaten or webbed up."

Detective Harrison didn't say anything to that. After a few moments he did speak again.

"I suggest you stay there," Detective Harrison said in a commanding voice, "I doubt the Hobgoblin is done looking for you or for your son."

**Under Manhattan**

The Hobgoblin was in a sour mood when he returned to his base. His attempt to find and kill Normie Osborn had failed and he had to lose a police helicopter besides. Thankfully none of the police had spotted them, but his glider's systems did tell him that the helicopter's radar had detected his glider's radar signature, and that forced him to lead the helicopter on a long chase until the helicopter was running low on fuel.

"Ricky!" the Hobgoblin shouted as he lowered his glider to the ground, "Ricky!"

Muffled screams of 'help' attracted the Hobgoblin toward the ceiling where he saw his henchman webbed up and hanging upside-down.

"How did he get here!" the Hobgoblin shouted in surprise as he hopped back onto his glider and began looking around.

"Let's just say your partner gives off a very definite signal beacon," Spider-Man said from above him.

The Hobgoblin looked up to see Spider-Man drop down on him from the ceiling. Spider-Man grabbed the Hobgoblin by the arms and then threw him across room. The costumed criminal hit the wall hard and it took him a few seconds to recover while crouching on the floor.

"You've killed your last person!" Spider-Man swore as he pointed a finger at the Hobgoblin.

"I highly doubt that," the Hobgoblin snarled back, "Because I'm going to kill you!"

He then reached into his bag to pull out a pumpkin bomb. He was just about to throw the small grenade when he heard a 'thwip' sound and turned to see his hand and the pumpkin bomb wrapped in webbing. He then looked up and behind him to see Arachne crouching on the wall that he had just been thrown into.

"You didn't think he'd come alone, did you?" Arachne leaped down, landing with one foot on the Hobgoblin's shoulders, bringing him back to the ground then bouncing to land on one of the nearby crates.

"Where did you go to get your sidekick, Spider-Man?" the Hobgoblin asked, " Jersey?"

He then pulled out another pumpkin bomb, with his other hand and threw it at Arachne. Warned by her Spider-Sense, Arachne leaped away to avoid being hit by bomb, but the crate that she had landed on was one that held several extra bombs, and the explosion of the first pumpkin bomb, set off the others. The resulting shockwave sent Arachne tumbling into the computer panel and knocked Spider-Man over. The Hobgoblin took this time to free his hand from the webbing that Arachne had wrapped around it and threw the bomb at Spider-Man.

Spider-Man easily avoided being hit by the bomb, but like what happened with Arachne, the bomb hit an armaments crate and created a much larger explosion which threw him into the computer panel.

"This could be going better," Spider-Man grumbled as he pulled himself up, not noticing that as he pulled himself up, his palm pressed a button on the computer panel.

"You can say that again," Arachne commented.

"On the contrary," came Tracer's voice from a new location as a wall of the underground base opened, "It couldn't be better!"

Everyone looked to see a new Tracer robot walk out of the hole in the wall, brandishing his gun as he went. What happened next surprised both Spider-Man and Arachne.

"YOU!" the Hobgoblin yelled, "You're responsible for all this!"

The Hobgoblin then threw a pumpkin bomb at Tracer, which succeeded in destroying the robot's gun. He then pulled out a small remote and called his glider to him and he quickly leaped onto it.

"Why can't you stay dead!" the Hobgoblin demanded.

"Because I'm a God," Tracer answered.

"No you're not," Spider-Man said firmly, "You're a robot. A powerful one, but only a robot nonetheless."

Tracer then hit Spider-Man with a powerful right hook that sent him flying against the far wall.

"I am the GOD of ROBOTS!" Tracer yelled

Arachne then leaped on him and clubbed the sides of his head with her fists.

"Go to hell you monster!" Arachne yelled at him.

Tracer merely pushed her off of him and into Spider-Man.

"I will deal with the two of you later," Tracer said, "But the Hobgoblin has spent the time since my most recent 'death' mocking me. It is time for him to feel a God's wrath!"

The Hobgoblin was not impressed by Tracer's bravado. While the robot was stronger then him, he couldn't stand up to his pumpkin bombs.

"You aren't going to live any longer, so it doesn't matter what your wrath is like!" the Hobgoblin growled and threw two pumpkin bombs at Tracer.

The first bomb hit another armaments crate while the second drove Tracer into the resulting explosion. This resulted in Tracer being thrown into the far corner of the base and Ricky, still in cocoon that Spider-Man had put him in, being thrown onto the ramp exit. The Hobgoblin then piloted his glider over to where Spider-Man and Arachne were getting to their feet.

"Spider-Man, I hate you with a passion," the Hobgoblin began, "Never forget that, but right now, I hate Tracer more. He's tough and he deserves to die."

"He's a robot," Spider-Man corrected, "He can't 'die'. Dying is something that only things that are ALIVE can do."

"Fine," the Hobgoblin sighed, "He deserves to be destroyed. The point is that neither of us can win while he's at full power as he is now, at least not on our own."

"You're wanting to team up?" Arachne asked.

"Only to defeat him," the Hobgoblin growled, gesturing towards where Tracer landed, "After that, we three can resume our duel."

"Deal," Spider-Man sighed, "Tracer is destroyed and you go to jail."

Neither Spider-Man nor the Hobgoblin shook hands.

"It doesn't matter what kind of deal the two of you have made," Tracer said as he leaped at them, trying to kick the Hobgoblin off his glider, "You will all die, regardless."

The Hobgoblin saw Tracer coming and backed his glider up, while Spider-Man and Arachne were alerted by their Spider-Sense and ducked under Tracer's attack. The robot's foot ended up smashing the computer screen that he had been trapped in earlier. The Hobgoblin then hit Tracer with a short barrage of rockets from his glider, blasting Tracer free of the screen, and destroying the screen in the process.

Both Spider-Man and Arachne had to leap to avoid being hit by flying shards of glass and computer parts as the screen was destroyed. Arachne then hit Tracer's arm with a webline as the robot was flying through the air and slammed him into one of the few stacks of crates that hadn't been blown up.

"Don't you remember what I'm God of!" Tracer screamed and took control of the Hobgoblin's glider.

"What the?" the Hobgoblin cursed as his glider began to accelerate to near its maximum speed and headed straight for another armaments crate.

The Hobgoblin leaped off just in time to avoid impact. The armaments crate, however, exploded when the glider hit it and threw him against what remained of the computer screen. Fortunately the explosion also knocked Tracer over. As he was getting up, he was hit by a strong blow to the stomach from Spider-Man that knocked him against the wall behind him. He tried to charge the hero, but found his feet webbed to the floor by Arachne. Spider-Man then webbed his arms to the wall as well.

"You're beaten," Spider-Man said in a firm voice.

Tracer checked his own damage report systems. They read, external armor… 34 damaged, internal circuitry 37 damaged… chances of success… 51.

"I have not yet begun to fight!" Tracer roared as he tore his arms and legs free, only to be hit by a pumpkin bomb that threw him back against the wall.

Tracer leaped from his position to attack the Hobgoblin, only to get caught by a webline from Spider-Man. He then slung Tracer at the corner of the wall of the room and the wall of the entrance tunnel that Spider-Man and Arachne had come down earlier. The Hobgoblin then hit him with another pumpkin bomb, which was the last one that he had.

"No," Tracer said weakly as he pulled himself up, his damage report systems now reading, external armor 40 damaged, internal circuitry 49 damaged… chances of success 46, "It can't end this way."

Tracer leaped again, determined to hit the Hobgoblin, but again, Spider-Man and Arachne caught him with weblines. Unfortunately for Tracer, this didn't result in him being thrown against a wall, as the previous ones had. Both weblines had wrapped around one of his legs, and the damage that he had sustained earlier in the fight had weakened his leg joint and when Spider-Man and Arachne gripped their weblines to prevent Tracer from dragging them, the leg that their weblines had wrapped around had come clear off. The rest of Tracer went on to kick the Hobgoblin, but with only one leg, the robot was quickly on the ground.

"Now, you're beaten," Spider-Man said firmly.

"I won't be satisfied until he's dead!" the Hobgoblin roared and leaped at Tracer, intending to beat the robot's head in.

"No," Arachne shouted, "He'll only put himself in another body!"

Arachne then shot out two web strands that hit the Hobgoblin in the face, blinding him. While he still landed on top Tracer, the fact that he was blinded by webbing made it impossible for him to do anything about it. Spider-Man then delivered a powerful punch on the blinded Hobgoblin, knocking him back against the computer panel and knocking him out.

"That'll take care of him," Spider-Man said in a calm voice.

Arachne walked over to where the Hobgoblin lay and lifted him up.

"You might as well wrap him up," Arachne sighed, "He'll probably regain consciousness before the police get here."

Spider-Man nodded, "I'd say we should do the same with Tracer, but I think that should be Tony's department."

"You don't keep a cellphone in that belt of yours, do you?" Arachne asked.

"You're the one who owns the cellphone," Spider-Man answered.

"I've only just started out with all this stuff," Arachne said gesturing around the room and to herself, "I had the time to make a fancy belt."

"Great," Spider-Man sighed, "Then I guess we're just going to have to haul the unconscious bodies back to the Avengers Tower."

"I'm still conscious!" Tracer spoke up.

"You're lucky in that regard," Spider-Man told the robot.

Spider-Man then turned to look at the wrecked base and sighed heavily.

"We will need to get at least Tony here to take a look at all this," Spider-Man commented.

Spider-Man webbed up the Hobgoblin and let Arachne lift him up. He was just about to grab the damaged body of Tracer, when several uniformed police officers came running down the ramp, one tripping over the unconscious body of Ricky, who was still webbed up.

"Uh, freeze," one of the policemen said, not really sure how to speak to an Avenger.

"You have excellent timing," Spider-Man commented.

"Timing had nothing to do with it," an older officer spoke as he walked up, "People called us saying they heard explosions coming from under this warehouse."

"That would be because of this guy," Spider-Man commented as he lifted up Tracer, "who is to be kept in Avengers custody for the time being. We do have someone you can arrest however."

Arachne then held out the webbed up Hobgoblin.

"He's been blackmailing Liz Osborn and Osborn Industries," Arachne said to the policeman.

The cop took the Hobgoblin quickly.

"Thanks," the policeman said, "We've been looking for this guy."

"That guy your partner tripped over works for the Hobgoblin," Spider-Man said, "You'd better take him with you as well."

The younger policeman scrabbled to pick up Ricky.

Spider-Man then lifted up Tracer and sighed, "We meanwhile, must be going."

With that, Arachne and Spider-Man left, with the damaged body of Tracer with them.

"Couldn't you let me go?" Tracer asked after a few moments.

"And let you cause more trouble?" Spider-Man asked, "You're beaten and your computer was destroyed in the battle."

"That's why you should let me go," Tracer pleaded, sounding nothing like the arrogant 'God of Robots' that he claimed to be.

"Why, exactly?" Arachne asked.

"I honestly don't know who built me," Tracer said, "But he was powerful. I can easily transfer my consciousness into a new shell whenever I am killed and can control any mechanical device."

"We know that much," Spider-Man answered.

"Yes," Tracer acknowledged, "But my main brain was in that computer that was just destroyed. It is the control panel that allows me to move from one shell to another. With that destroyed, my consciousness will leave this shell, and will die when it arrived at the destroyed computer. I can not afford to use my powers now for fear of death."

"You actually fear death?" Spider-Man asked.

Tracer sounded embarrassed when he answered, "Yes. I was built and given systems with which to avoid being killed, and now that fallback is gone. I am mortal."

"You're not even alive!" Arachne commented, "You're a robot."

"I am a robot God," Tracer insisted, "My ability to control other robots is proof of that. I have now lost my godhood."

"And not a moment too soon," Arachne grumbled.

The group made their way to the Avengers Tower in relative silence. Spider-Man headed directly for one of the few containment cells that were present with Tracer while Arachne began to head off to where she could find Liz.

"I'll go let Mrs. Osborn know that the Hobgoblin won't be troubling her anymore," Arachne spoke.

"Okay," Spider-Man nodded.

Spider-Man found Tony working on something inside one of the labs that was inside the Avengers Tower.

"So did you get him?" Tony asked the way someone might ask another if he was able to bag a big hunting trophy.

"That and a little more," Spider-Man answered as he tossed Tracer down at Tony's feet.

Tony looked down to see the damaged robot and nearly fell out of his armor.

"Is he still active?" Tony asked, readying his repulsor rays.

"I am still active, but heavily damaged," Tracer answered.

Tony looked at Tracer and then back at Spider-Man.

"Do you realize how dangerous this is?" Tony questioned him.

"If he 'dies' he'll go to an undamaged body," Spider-Man pointed out, "Which is more dangerous."

"Peter, I keep a lot of mechanical devices here," Tony explained, "Some of which have the potential to destroy the city if they aren't used carefully. If he's still active he could take control of those devices and hold us all hostage."

"I know, but he says that he's afraid to now," Spider-Man said.

"Yes," Tracer spoke up, "The Hobgoblin smashed my primary brain and I am now reduced to being a lowly mortal."

"All of this hasn't affected his arrogance," Spider-Man commented, "I felt we could hold him better then the police could. At least until we learn more."

"What was that about a primary brain?" Tony asked.

"The Hobgoblin was using what apparently was Tracer's base originally," Spider-Man explained, "It was underground, and in it was a large computer terminal. In our initial fight with the Hobgoblin, Tracer was reactivated and in that resulting battle, the computer terminal was destroyed."

"What about the primary brain?" Tony questioned again.

"The computer terminal that was destroyed was the primary brain," Tracer answered, "I am trapped in this body specifically and now, can die."

"I'd like to take a look at it," Tony commented.

"I can take you," Spider-Man offered, "As soon as we lock what's left of Tracer away."

Arachne found Liz sitting with Aunt May in one of the living rooms that made up the general living quarters of the tower. Normie was still watching television.

"You don't have to worry about the Hobgoblin any more," Arachne spoke up as she entered the room, "He's on his way downtown and looking for a nice cell."

"You and Spider-Man caught him?" Liz asked, sounding both nervous and hopeful.

Arachne nodded, "The police should be also looking for whatever documents that he stole from your company."

Liz gave a sigh of relief, "Well, Normie and I should be going."

"I think I should tell you that the Hobgoblin did destroy your apartment," Arachne commented.

"I know that already," Liz answered, "The police called. I'm thinking about going back to Queens for a while. It's a longer commune to work for me, but I'll be out of the public eye."

"I'm sure Spider-Man and I could find a way for you stay here until you find a place," Arachne offered.

"No, we'll manage," Liz answered as she got Normie to turn the television off, "Thank you for offering."

"Do we have to go?" Normie asked as Liz lead him out, "We haven't seen Spider-Man yet."

"Come along Normie," Liz said firmly, "We shouldn't be bothering the Avengers any more."

"You're not a bother," Arachne called after her, but Liz had already left.

Arachne then turned to Aunt May and removed her mask.

"So how did it go?" Mary Jane asked.

"She's going through a lot, dear," Aunt May answered, "Don't take her response to personally. I think this is part of the 'maintaining a secret identity' thing that Peter goes through."

"I suppose I'll need to practice that a bit too," Mary Jane commented as she looked out of the door that Liz had just left.

**Hours Later**

Peter had only taken his mask off as he entered the bedroom that he and Mary Jane shared to find is wife laying on her back, still in her costume, minus the mask, and looking up at the ceiling.

"Hey," Mary Jane said simply as he walked in.

"Hey," Peter answered.

Peter then laid down next to her and gently put one arm under her neck and head and placed that hand on his far shoulder.

"So, how is Liz?" Peter asked.

"About as good as she can be," Mary Jane answered, "I think I'm going to need to work on keeping 'Arachne' and 'Mary Jane' separate when I'm around people we know."

Peter could only nod as the two looked up at the ceiling. After a few moments, Peter spoke up.

"Well all this trouble should be through," Peter sighed, "Tony's got Tracer locked up in a conventional cell that they used before computers. No mechanics for Tracer to control. Tony didn't even know he had it, or he forgot that he had it. I don't want to know which or why."

Mary Jane barely chuckled.

"Where is he anyway?" Mary Jane asked.

"Tony?" Peter replied, "I took him to go take a look at Tracer's 'primary brain'. He was still there when I left, although he appears to have confirmed what Tracer told us on the way back here. Tracer is now permanently inside the body he is in. If he 'dies' again, he will be dead for good."

"That's good," Mary Jane answered, "He won't cause any more trouble then."

"You don't sound very happy that we won," Peter commented.

Mary Jane sat up slightly and rolled onto her side so that she was looking at Peter directly.

"It was seeing what the Hobgoblin did to Liz's apartment," Mary Jane answered, "I never thought you had to deal with things that horrific."

"It happens on occasion," Peter sighed, "Not usually quite as bad as today, but it happens."

"It's got me thinking," Mary Jane commented, "Maybe I should be Arachne to prevent those things, rather then just looking after you. I mean that does sound selfish."

"Changing your reason won't take away the guilt if we come across such a site again," Peter pointed out.

"I know," Mary Jane sighed, "I'm trying to ask whether or not you would mind if 'Arachne' had her own adventures?"

"So long as no photos of Arachne kissing anyone but Spider-Man appear in the newspapers," Peter grinned.

Mary Jane scowled, "You know that you are the only one that I'd kiss and that I'd do that where we will have as little risk of being caught by photographers as possible."

"I know," Peter nodded as the two laid back down.

There was again, a short silence for a few moments.

"Our lives have certainly changed, recently," Mary Jane commented.

"Yeah," Peter agreed.

"I mean you 'died' and came back to life," Mary Jane continued.

Peter nodded.

"And here I am in spandex," Mary Jane finished, "Who thought I'd be wearing spandex for a good portion of the rest of my life?"

"Big change," Peter nodded, "You might say that we've been given a whole new shot at life."

"A whole new life," Mary Jane sighed.

"I'll always be there for you, MJ," Peter said to her with a weak smile.

"I know," Mary Jane smiled weakly back.

**The End… **

**Important Note:** This is the end of "A New Life". Now MJ's training to be Arachne isn't over and there is still the problem of everyone's favorite Spider-Man Jock, Flash Thompson, still having amnesia, but a sequel of sorts is already on the drawing board. Although it may take me a while to get to it, as Marvel's current "Civil War" idea has given me an idea and thinking on a Captain America story that will deal with the "Civil War" issue in my own way because I don't like there idea of heroes fighting heroes.


End file.
